Puller Mage Scout Magica
by Psyga315
Summary: Scout finds himself trapped in the body of a girl named Akemi Homura, and now must go through a series of events and try to make sense of the whole mess that he got himself into. Spoilers for PMMM.
1. This Is Gonna Suck

{Disclaimer: I do not own Team Fortress 2 or Puella Magi Madoka Magica. They belong to Valve and Shaft respectively}

[Author's Note: This was inspired by a couple of things. First is a YouTube video by smurffering where TF2 voice clips are put into scenes from Madoka. With Homura having Scout's voice. Hence this crossover. The second thing this is inspired by is Magia Revolution, which uses a similar premise, yet does a different execution.]

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><p>The Scout's eyes opened up as he found himself in a hospital.<p>

"Man... Did I take a beatin' or wat?" He said as he got up and massaged his eyes. He got off the bed and wandered about. On the side of a table was a purple egg-shaped jewel with a gold casing. He picked it up and looked at it. The jewel then glowed and transformed into a ring. He looked at the ring in confusion. He then decided to look at himself in the mirror. Instead of seeing a man in a red shirt and gray pants with a hat and headphones, he saw a girl in pyjamas with long black hair. "Wat da heck?" He said as he felt his face. He then moved his hands down to his chest. "Oh... You have _got_ ta be KIDDING me!" The Scout said as he felt two small bumps on his chest. "... Someone must _really_ hate me." He said, his face furling to a glare. Soon the door opened. He turned to see a nurse popping in.

"Akemi-chan, you should get ready for your first day of school." the nurse said. The Scout's face furled even tighter.

"WAT?" He said. He then looked to a chair and saw a beige sweater with a giant red bow on it resting on the chair. There was also a black skirt and black stockings as well. "... Well dis is gonna suck." He said.

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><p>Chapter 1: This Is Gonna Suck<p>

* * *

><p>"DON'T DATE MEN WHO ARE PICKY ABOUT HOW THEY LIKE THEIR EGGS!" screamed a teacher as she pounded her hands on the desk. The Scout waited outside the class, dressed in the school uniform.<p>

"_Come on, get on wit it..._" Scout thought as he heard the teacher ramble on about eggs. Soon he heard the teacher call for him... her.

"Akemi-san, please come in." She said. The Scout entered the classroom. Silence filled the class as he stared at the students. "...Why don't you tell them your name?" The teacher said. The Scout tried to think about how to pronounce the name. He's heard "Akemi" quite a few times to know how to pronounce it well, but not the other part of the name.

"Well, my name is Akemi..." Silence again as he tried to think about how to pronounce the last part of the name without screwing up. "Homer. Akemi Homer. Nice to meet ya." He said. He felt the students eyes stare at him. He gulped as he waited for how this would turn up. Soon, some of the students clapped. He sighed in relief. He then went over to his seat as a group of girls crowded him. Soon they began asking him questions like what school he's been to before or how he managed to take care of the long hair.

"Ladies! Ladies! One at a time!" Scout said, holding his hands up. "Let's start wiiiiiiiiith..." He tried to pick someone to ask him a question when a girl with pink hair pushed through the crowd.

"Sorry... b-but Akemi needs to take her medicine during break." The girl said. Her voice was soft and barely noticeable. "Do you know how to get to the nurse's office?" She asked.

"... Does it _look_ like I need medicine?" Was the Scout's response.

"... W-well..." the girl stammered, stepping an inch away from the Scout.

"Now den, who wants to go fir-" Scout said before he felt a little woozy. "_Da hell?_" He thought as the girl went over and grabbed him by the arm.

"Come along..." She said, though her volume was quite low. The Scout got up and followed her to the infirmary.

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><p>The two walked across the hallway, with the girl in lead. The Scout noticed how the girl was walking awkwardly, as if she was afraid of something. She then stopped in the middle of the hall.<p>

"Uh..." Scout said as he tilted his head.

"... Have we met before?" She asked.

"Wat kinda stupid question is dat? I don't even know ya!" Scout said.

"Well... I... I think I met you in a dream... and..." the girl twiddled with her fingers.

"Cool story, bro. Now if ya excuse me, I think I have ta take my medicine. Before I _really_ get sick of yer mushy love declarations." Scout said. The girl's cheeks instantly flushed red as she began stammering.

"O-o-o-okay then..." She said, bringing her to the infirmary.

* * *

><p>The rest of the school day was a blur for the Scout. The encounter with the girl was the only thing running in his mind. Other events like failing at solving math problems, and outrunning everyone at gym were just afterthoughts compared to the meeting. He began to think that he was dropped into some sort of strange lesbian tentacle anime. However, the only things he knew about anime <em>were<em> perverted things like lesbians and tentacles. When the day ended, he went to the mall to try to make sense out of this. He sat by a table at the food court and looked at his ring, thinking about what he's doing here.

"_Seriously, I can't be in some Japanese city for no reason._" Scout thought as he played with his ring. Soon the ring glowed. "... Dat can't be good." Scout said as he looked around for a bathroom. He soon found one close by and ran to it. He got into the men's room, forgetting the fact that he's now a girl, and looked at the glowing ring. "Wat da crap is dis?" He said as he touched the ring. Suddenly, it glowed brighter. The Scout was blinded. When his vision returned, he saw himself in the mirror. Now his school outfit had changed. The outfit was similar to the school uniform, however it was a little less thick, and the beige was replaced with white. The bow was still there, but it shrunk into a small purple one. The black skirt was now purple and the stockings with purple diamond shaped patterns on the sides. "... SERIOUSLY?" He said as he ran out the bathroom, with a man standing outside, looking in awe.

As he went back to the food court, he noticed something small and white just standing across him. He went a little closer and saw that it was a catlike thing with two sets of ears. One was like normal cat ears while the other set came out of the ears and was long and floppy, with two rings on the ears. It also had a long bushy tail.

"Huh? I don't remember making a contract with you..." it said as it fixated it's pink eyes at the Scout. The Scout looked at the head of the cat and then smirked.

"Ooooooh yeah. Time for ol' Scoutie ta get himself a new hat!" He said. The cat's face didn't change emotions, but the way it backed away showed that it knew the Scout was going to do something bad to it. The Scout began to run after the cat, which turned tail and ran. Bypassers looked at the Scout and only had confused looks on their faces. In their view, the cat was absent, leaving them to think of why the woman is chasing thin air.

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><p>Soon, the cat and the Scout reach a small corridor.<p>

"Get back here, ya mangy cat! I just wanna scalp ya!" Scout said to the cat. He then noticed a diamond on his hand. He touched it and it suddenly turned into a small stone shield. "Dis day gets weirder and weirder!" He said as he looked in the shield. He saw something inside it. He pulled it out and saw that it was a handgun. "SWEET! Ya toast now, kitty!" Scout said as he fired the gun at the cat. Some of the shots missed, but one finally got it in the leg. The cat stumbled and landed in pain. The Scout approached the cat. "Now den, let's make us a hat!" He said as he pulled out a knife from the shield. As he put the knife below the right floppy ear, he heard someone. A familiar voice.

"Akemi! What are you doing?" the girl asked. The Scout turned to see her.

"Ah, not you again! Look, just lemme do dis one thing, 'ight?" Scout said as he pressed the knife against the cat's face, cutting into its skin.

"NO! I won't let you harm it!" the girl raised her voice as she ran to pull the Scout away from the cat.

"Get off me, ya broad! I just wanna hat is all!" Scout said, trying to push the girl away from him. Suddenly, another girl burst into the scene. He only had time to notice the blue hair before she sprayed foam from the fire extinguisher at his face. "Gaaaah!" He backed away from the sudden shock of being sprayed in the face. When he wiped the foam off, the two girls were gone, along with the cat. "Damn it! Where did dey go?" He said as he ran around, looking for them.

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><p>Eventually, he found something disappearing. He then found the two girls and the cat. There was another girl with them. Her clothes weren't similar to the school uniform, but some things were consistent: the bow on the chest, the skirt, and the stockings. The differences were the beret and the corset. The girl had blond hair with pigtails that were curled like drills. However, the first thing the Scout noticed weren't the clothes, but the large breasts. The Scout's nose began to drip blood. The blonde-haired woman then looked at him.<p>

"Who are you and what were you doing to Kyubey?" She asked him.

"Kyubey? Ya mean dat cat? I was gonna cut da top portion of his head off and make a hat outta it. Is dat so wrong?" He asked her.

"Yes! Very wrong! What did he ever do that makes you want to make a hat out of him?" She asked back.

"Dude, hats are cool where I come from. Dey see me wit dat and dey will shower me wit respect!" The Scout said.

"I don't care how popular hats are, you're not going to harm Kyubey!" She said.

"Just who da hell do ya think ya are? His legal guardian or somethin'?" He said. The girl then looked at the Scout with a cold glare.

"As a matter of fact, I am. I don't know who you are, but this is my turf. I suggest you move out and find another one." She said to the Scout.

"... Turf? Pah! Oh, dat's rich. Like ya know _anything_ about controlling turf. Look here, missie, ya wanna turf war? Ya got one! Next time we meet, I will **end** ya! And den I'll make a hat outta dat cat!" He said as he walked away from the girls.

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><p>When he entered his hospital room, the sun was already setting. He sighed as he took off his school clothes and put on his pyjamas. He then looked at his feminine body one last time before heading to bed.<p>

"Meh... could have been worse." He said as he hopped on the bed and went to sleep.


	2. I'll Show You That I'm Not A Noob!

The Scout woke up, and still noticed he was in the hospital.

"So dat wasn't a dream? Damn." He said, as he got up, undressing himself and putting on the school uniform. He couldn't stop thinking of the conversation he had with the… talented lady. He then sighed and got up, ready to go to school.

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><p>Chapter 2: I'll Show You That I'm Not A Noob!<p>

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><p>As he entered the room, he noticed the blue-haired that blinded him. However, he soon shifted attention to what was on the pink-haired girl's lap: the cat. The Scout simply glared at the cat and sat in his seat. It was hard for the Scout to focus on the lesson, knowing that the cat is just inches away. Simply there without anyone questioning its presence. It felt so frustrating to the Scout.<p>

"_Damn it, Scout, ya not in Dustbowl! You get da gun out, dey gonna call da cops!_" Scout thought. He couldn't even try to look frustrated too, lest he'd bring the attention of the teacher and some students. The best he could do now is wait for class to be over. Finally, it was time for Scout to take his medicine. He got up and went out of the classroom as soon as the bell rung.

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><p>After taking some medicine, the Scout still felt a bit ticked off. He decided to go outside onto the school's rooftop. He took in the fresh air as he looked at the tall fence.<p>

"_Figures._" Scout thought. He looked at the fence until he noticed the two schoolgirls by the fence… and the cat. They also noticed him as well.

"A-Akemi!" The pink-haired girl quickly said.

"Have you come to finish what you started?" The blue-haired girl asked soon after. This was too tempting for the Scout. Right now, he could just get the gun and shoot. Then he gets the hat. But there were too many people on the roof. And the sound would alert people.

"Nah… Not yet. I was just out for some fresh air is all." Scout said. He then left, however, the pink haired girl spoke up again.

"Uh, wait, Akemi…" She said. Scout turned around.

"… What… What was your wish when you became a Puella Magi?" She asked. Scout gave her a confused look.

"A… Puller Wat Now?" He asked.

"Uh… Nevermind…" The girl squeaked. Scout then left the roof. The less he had to see that cat's unmoving face or hear that blue-haired's attitude, the better.

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><p>Gym was better remembered by the Scout. Mostly because it was the only time where he could actually forget about the girls and focus more on important matters, like leaving other students in the dust.<p>

"Wow! That was even faster than last time!" The teacher stated as she looked at her stopwatch.

"Wat can I say? I'm da best at runnin'." Scout said as a couple of the students crowded him to ask him questions on how he managed to run so fast. Soon, gym ended and as Scout was preparing for his next class, a girl approached him. Thankfully for him, it wasn't those two girls, but rather a girl with long wavy green hair.

"Uh… excuse me…" She said.

"Huh? Watta ya want?" Scout said, crossing his fingers hoping that the rude statement didn't drive away the girl.

"Well… I… I'm a little nervous to tell you this here… Mind if we meet in the mall?" She asked.

"Eh, sure. Watever." Scout said. It was better than what he had in mind: going on a hunt for the cat.

* * *

><p>Scout arrived in the food court, trying to seek out the green-haired girl. He soon noticed her waving to him. He went to where she was and sat on the chair.<p>

"So, I heard you are currently staying in the hospital." She said.

"Well… yeah. Anything wrong wit tat?" Scout asked.

"No. Just… if you can do me a favour, it would be very grateful." She said.

"I'm listening." Scout said.

"In the hospital, there's a guy named Kamijou Kyousuke. He'll be in room 305. What I want you to do is…" Hitomi said.

"Whack him?" Scout asked almost suddenly. He then realized what he just said and backed away a bit.

"What? Heavens no!" She said, disgusted by the comment.

"_Scout, you dumbass!_" Scout thought. However, the girl continued to speak.

"Look, I want you to ask him a simple question: Does he like Miki Sayaka?" She said.

"Dat's it? Pffffffft. Easy. I'll do it probably tomorrow." Scout said.

"I'm glad we had this little talk." The girl said, getting up and leaving.

"_Well, I'm bored. Now wat?_" Scout said, getting up. He decided to explore the town for a bit, get a feel in case he was ever going to be somewhere in the town.

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><p>As he passed a building, Scout heard what sounded like gunshots. Excited by the gunfire, he ran into the building, only to find nothing. Nothing except a strange portal. Suddenly, with one loud sound of a cannon firing, the portal dissolves and he noticed the two schoolgirls and the busty woman materialize onto the building. He noticed that the girls were busy talking about seeds or something and so he ran to hide behind a column.<p>

"There's still a use left if you want it, Akemi Homura." The woman said.

"_Crap! Busted!_" Scout thought. He then showed himself to the girls, only to notice that the blue-haired girl had a baseball bat. Scout chuckled for a bit before snapping out of it.

"Or do you just not like to share?" The woman asked Scout.

"Woah, wait. You're givin' me some sorta gift?" The Scout asked.

"See what I mean!" The blue-haired girl spoke up. "This girl has no idea what a Grief Seed is, let alone what a Puella Magi is!" The girl said.

"Dere's dat word again! Puller Mage! Seriously, da hell is dat?" Scout asked.

"I see… Pity. And to think I mistook you for someone a little more… experienced. Especially with what you said about a turf war." The woman said.

"Hey! I'm dead serious about dat turf war!" Scout said. But the lady tossed him a strange item.

"Look, I pity you already. Just take the Grief Seed and go. If you wish to be partners with me, feel free to tell me. However, I'm not going to fight someone as inexperienced as you." She said. The Scout looked at the item, a small top-like object, and holds it in his hand.

"Ya think I'm a noob? Well, next time, I'll show ya that I ain't a noob!" Scout said, storming out of the building.

* * *

><p>Back in the hospital, Scout decided to transform into that strange outfit he wore yesterday, simply to access the shield's seemingly bottomless storage. As he put the seed away, he noticed about a dozen other seeds.<p>

"Woah! Da heck?" Scout said as he looked into the shield. He couldn't believe it. How did he manage to get so many of these, especially if he hasn't even heard of them. He changed back and got ready for bed.

He then thought about the girl he inhabited. Akemi Homura. Who _was_ she? All he knew was that she was in the hospital and needs some medicine every now and then, but the ability to change clothes and having so many items in the shield just bothered him. _Was_ this Homura an inexperienced "Puller Mage"? That can't be since if she was inexperienced, how would she have that many "Grief Seeds"? A lot of this confused the Scout to the point where he no longer cared for the cat anymore. He closed his eyes and drifted off to sleep.


	3. Bad Memories

When the Scout woke up again, he noticed that he wasn't in the hospital, but outside at a park in the middle of the night. He then heard that woman speak.

"Akemi, I'll ask again what you are doing here." She said. The Scout noticed that he was in his school uniform, as was the woman.

"Look, I have no idea! Aight? One minute, I was sleepin' in the hospital, next thing I know, I'm here!" Scout said.

"Sleepwalking? That's your excuse? You really are inexperienced." She said.

"Look, I have seen more battles dan you will _ever_ live through!" Scout said. The woman then chuckled.

"Da hell's so funny?" Scout asked.

"You sound just like a bully trying to make their authority known through showing off their power. Makes me think if _you_ were ever bullied before and this is just your way of acting out… Might make sense with that attitude of yours…" She said. The Scout then froze, recalling a time when he was young, being punched around by his older brothers. "Hello?" The woman asked him.

"Oh… sorry… I… Look, I gotta get back to my hospital. I actually have a favour to do for a friend." The Scout said, running off.

"Tch… Weird girl…" The woman muttered, leaving as well.

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><p>When the Scout went back to the hospital, he noticed that the window to his room was opened. Confused, the Scout decided to get back to his room, noticing a tree nearby he could climb. He soon climbed up the tree and went into his room via the open window. He soon closed the window behind him and prepared himself to sleep, having no idea what just happened.<p>

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><p>Chapter 3: Bad Memories<p>

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><p>It seemed that the woman's words towards him clouded his mind, as they were all The Scout could think of now as he woke up, even having the chance to ask Kamijou slip past him. A nurse soon entered his room.<p>

"Morning, Akemi. How are you feeling?" She asked him, giving him a cup of water and a pill, his form of medicine.

"Meh, could be better." Scout said as he took his medicine and drank the water.

"Do you want to talk about it?" The nurse asked him.

"Nah. It's just… Having some bad memories…" He said.

"Ah. I understand. Well, if you want some fresh air, feel free to walk out. Just let someone know." She said as she left the room. The Scout sighed.

"Yeah… maybe I should go for some air…" He said, getting up and dressing himself in the school clothes, which seem to be the only outfit he has other than his "Puller Mage" outfit and his pyjamas. He then went out of his room, letting the nurse who was just in the hall know of his leaving.

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><p>As he went outside, it seemed that all his troubles just melted away. He exhaled and smiled. The outdoors usually made him smile, mostly because of the fact that there were no walls, and he could run free wherever he wanted. Of course, something had to ruin the moment. He heard some girls chatting just around the corner… One of them he recognized as the woman. He ran to the source of the noise and saw the pink-haired girl and the blonde-haired woman outside a strange hall.<p>

"Wat da hell's goin' on, here?" Scout asked the woman. She sighed and touched the ground, a golden glow affecting it. Soon, ribbons burst out of the ground and wrapped themselves around the Scout. "HUH? WAT DA CRAP?" The Scout screamed.

"Look, I know you're eager and all, but this is serious business. I can't let you put my life and lives of everyone in the hospital at risk due to your inexperience. This is for your own good." The woman said to her, then turning to the pink-haired girl, said, "Let's go, Kaname." The two entered the hall, with the pink-haired girl turning back to look at the Scout with worry. She then ran after the woman to catch up.

"Damn it." Scout muttered. "Dem boys back at Dustbowl are gonna be laughin' if dey see me like dis." He blushed.

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><p>What seemed like forever only took about five minutes before the Scout noticed something. The ribbons began to dissolve.<p>

"Huh? Dese things have a time limit? Cool!" Scout said as he ran through the hall, changing into the Puller Mage clothes. The door at the end of the hall was wide open, as he heard the sound of chomping off at the distance.

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><p>He ran to the room, in which he noticed that there were lots of confectionary around, more than enough for a sweet tooth to lose his mind over. He then saw a giant cartoony worm snarling with bloodstained teeth. Soon, the Scout burst into laughter.<p>

"Oh! Oh! Dis! Dis is so rich! Dis is wat dat chick held me back for? Candyland and a giant caterpillar?" He said, laughing harder. Soon, the caterpillar closed in on him. Realizing that it was going to attack, Scout ducked out of the way and checked his stone shield for any weapons. He noticed something new in the shield and pulled it out. It was a long plastic tube with some wiring to it and a large button. "Is… Is dis?" Scout wondered, but the worm soon curved around and flew towards him, its jaws wide open. "Only one way ta find out!" Scout said as he pressed the button and threw the tube into the worm's mouth, running away from it as the worm exploded in a huge fireball. He turned around to see the smouldering crater that remained of the worm. He then heard the breaking of glass. He turned to see that a Grief Seed was on a table, where it smashed a teacup. He motioned to the seed and was about to grab it.

"Don't! That belongs to Mami!" Scout recognized that voice and turned to see the blue-haired girl standing up as the pink-haired girl, who he assumes is Kaname simply sat down, staring off into space.

"Wait… why would dis belong to your mom?" Scout said as he grabbed the seed. He soon had his hands grabbed by the girl.

"GIVE IT BACK!" The girl screamed. Soon, the world around them dissolved as they were back around the hospital. Scout soon pushed the girl to the ground and then looked around.

"Huh… Wonder where that lady went… I mean, I totally took down that worm all by myself! Where is she so I can rub the victory in her face?" Scout asked.

"Dead." The blue-haired muttered.

"Wait… What?" Scout moved in closer to hear her better.

"SHE'S DEAD!" She said into Scout's ear. "TOMOE MAMI IS DEEEEEEEEEAAAAAAAAD!" The words pounded into Scout's eardrum and couldn't stop the words bouncing around for a while. Holding his head in pain, he stumbled away from the two girls.

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><p>Scout stared at the starless night sky, recalling the words he heard from last night to today. "<em>Makes me think if you were ever bullied before and this is just your way of acting out.<em>" "_I can't let you put my life and lives of everyone in the hospital at risk due to your inexperience._" "_TOMOE MAMI IS DEEEEEEEEEAAAAAAAAD!_" Soon, the nurse went in.

"Hello, Akemi, I- What's wrong?" The nurse said, noticing the Scout acting off.

"… Bad memories… The stroll didn't help." He said.

"… Well…" The nurse tried to say something, but couldn't find anything to make Scout feel better. "Night." She said, closing the door.

The Scout laid onto the bed, and closed his eyes.


	4. It Was All In Vain

When the Scout woke up, all he could do was stare at the window, trying to shake off the voices in his head. Soon, the door opened as the nurse came in.

"Akemi, I have wonderful news. Reports have shown that your health has increased rapidly, and now you're healthy enough to be discharged." The nurse said. Scout turned around and looked at her in a half-asleep state.

"Joy." He said in a dull tone.

"… It's those "memories" again, right?" She asked him. The Scout nodded. "Look, I think you need some more fresh air. I'm permitting you to go out and spend the day however you want. Just come back before sundown, alright?" She asked him. The Scout nodded and got up, dressing himself in the school clothes again. He sighed and decided to head out.

* * *

><p>Chapter 4: It Was All In Vain<p>

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><p>The Scout explored the town, not sure of where exactly to go. He could probably try the mall, but that was what started his confrontation with the lady, who The Scout soon referred to as Mami. And remembering the first time they met also reminded him of the last time they talked.<p>

"_Makes me think if you were ever bullied before and this is just your way of acting out._" Those words were more accurate than what Mami said, as the Scout remembered more about his childhood. To avoid being beaten by his brothers, Scout ran away from them. Soon, he became better at running, to the point in which he could outrun his brothers. And when they were out of breath and weakened by each other's punches, he'd beat them up. The memory caused Scout to realize that she was right. Now she's apparently dead. Scout's knees hit the ground as tears fell out his eyes.

"… Akemi?" Scout heard a voice and turned to see Kaname. Scout quickly dried his tears.

"I… I wasn't cryin'… I wasn't cryin' damn it!" Scout said, his voice trying to sound bold, and yet has some cracks in it that suggest otherwise. Kaname walked closer and put her hand on his shoulder.

"… It's okay, Akemi… I…" Kaname said.

"Is… Is she really…" The Scout tried to ask, the cracks becoming more obvious. Kaname simply nodded and went on her knees too. She soon began to cry. Without thought, the Scout held Kaname in his arms, and had her cry into his chest while he cried on her shoulder. They were like this for a while.

* * *

><p>"…and she was right. I was just some bully victim actin' out." Scout said, walking with Kaname soon after their cry session.<p>

"I… I see… Akemi… How… How many times have you seen people die like that?" Kaname said.

"A lot. I actually lost count ta be honest. Didn't help dat I killed a lot of 'em." Scout said. This caused Kaname to freeze up a bit. Scout realized what she was thinking and quickly corrected himself. "No. I don't mean girls, or dose "Puller Mages" either. I'm talkin' guys wit weapons. Guns, flamethrowas, bombs, machines, heck, one guy even tried ta kill me wit syringes." Scout said, chuckling at the last detail.

"Oh… that's a relief…" Kaname said, catching up to the Scout now. However, she had her head hung low.

"What's the matter?" Scout asked Kaname.

"Well… I was thinking… Had you and Mami been a little nicer and talked things out… she wouldn't have died." She said.

"Yeah… Somehow, I doubt it. Even if me and Mami were buddy buds, she had a point in me having no experience in the terms of fighting that… worm thing…" Scout said.

"A Witch. That's what Mami called them." Kaname said.

"Witch? Sorry, but when I think Witch, I don't think _Da Very Hungry Caterpillar_!" Scout said. In the midst of their talking, they bumped into a girl.

"Oh… Sorry about- Hitomi?" Kaname said, knowing the girl. Scout saw her too, noticing the wavy green hair.

"Oh Jeez! I knew I forgot somethin'!" Scout muttered.

"Oh, hello, Kaname." The green-haired girl said. Kaname noticed something on her

"Hitomi, where are you going?" Kaname asked her, the Scout was confused at her voiced concerns. "I am going somewhere better than here. I'd like you two to come too…" She said as if she was high on a drug. This caused Kaname to be even more concerned, almost beginning to tremble. But soon, she and Scout were huddled by a couple of other people and were soon locked onto a path towards a warehouse.

* * *

><p>As they were in the warehouse, the Scout noticed that Kaname was starting to feel panicked. "Da hell's goin' on? What's makin' ya so scared?" Scout whispered into Kaname's ear.<p>

"It's… she's been kissed by a Witch." She whispered back.

"… Can caterpillars even kiss?" He asked back.

"No… it's…" Before she could finish, the door closed behind them with a loud clatter.

"How many of you feel that you're useless? That you just don't belong?" A man said in front of the crowd as there was a bucket by his feet. "How many of you feel that it would be better if you'd just…" He then reveals a jug of bleach. "Die?" Kaname started to worry again, and she tried to run, but Hitomi punched her in the gut.

"Don't interrupt this grand ritual!" Hitomi said. It took the Scout a few seconds to realize what was going to happen. He ran, as Hitomi was busy with Kaname, grabbed the bucket, and threw the bucket out the window. The crowd noticed the window breaking and the bucket falling out. They soon advance towards the Scout, who noticed that they're pretty mad at him. He transformed into his Puller Mage clothes and pulled out his pistol from the shield.

"Akemi! Don't!" Kaname screamed. Scout tried to find something to shoot at to distract the oncoming crowd, and then he saw it: a water sprinkler. Aiming quickly, the Scout fired at the sprinkler, breaking it and causing the water to be sprayed onto the crowd. As they were distracted by the water, Scout ran past them and grabbed Kaname by the arm.

"Come on! Dis way!" Scout shouted as he opened a random door. The two went in and closed the door behind them. They soon noticed they were in a storage room. "Great! We're toast!" Scout said. Soon, the storage room came apart in tiny square particles. Scout and Kaname soon looked up and saw two large angel-like puppets carrying a large T.V. "Wat da crap?" Scout muttered.

"_Kaname Madoka… Had you not been so weak…Tomoe Mami would have lived…_" A voice said as clips showed of Mami's confrontations with the worm monster, and her eventual downfall as the worm munched on her, starting with her head. The Scout gagged a bit from the imagery, before the angels focused on him.

"_And you… Akemi Homura… You had been betraying your friends… and breaking their trusts…_" the voice said, now showing several clips of the Scout, in his normal male form, shooting at a canister and causing a massive explosion that destroyed a warehouse. Soon, a clip showed the Scout, in Akemi's body, shooting Kaname, or rather, an object in Kaname's hand, but still had the same effect in killing her. The clip showed and switched back to more clips of the Scout shooting the canister so fast, that it was impossible for Scout to notice any additional details, like the fact that this Scout had braided hair or glasses. He wasn't even sure what was in Kaname's hand or why shooting at it killed her. He turned to see Kaname's shocked expression. The Scout got out his pistol and shot at the T.V.

"Shut da hell up! Don't ya _dare_ slanda me or Kaname wit yer stupid clipshow!" Scout shouted.

"_Very well… prepare to be punished…_" The voice said again as the angels dropped the broken T.V. closed in, grabbing Kaname and lifting her up.

"OH HELL NAW!" Scout said as he shot bullets at the angels, who drop Kaname. Scout grabbed the falling Kaname with one hand and continued shooting with the other. One of the angels exploded into bits of data as the other swooped in and tried to hit the Scout. He ran until he was backed into a corner and tried to fire, only to hear a clicking sound. "OUTTA BULLETS? GREAT!" Scout shouted as he saw the angel close in. Suddenly, the angel was sliced in half and exploded too. The Scout looked to see who killed the angel and saw a woman with blue breast armor, a white corset, a blue skirt, and a white cape. Then he noticed the hair. "Great… Saved by _dat_ girl." Scout muttered as he recognized the short blue haired girl. The girl then saw a figure, some girl with long hair on the top of a boxy computer and flew to her. She then stabbed her sword downwards at the figure, bringing her and the computer flying down to the ground and smashing into it before going out the same way as the angels. The blue-haired girl got up from the attack, holding a Grief Seed in her hand. The entire room changed back into the storage room.

"So, how did I do, Miss Transfer Student?" The girl said to Scout.

"FREAKIN' EXCELLENT! I was all like, "save me! Save me!" and you were like "HIYAH!" and that woman was all like, "GAAAAAAAAAAH!" and it was AWESOME!" Scout said. Soon Kaname got off the Scout's shoulders.

"S-Sayaka?" Kaname said to her.

"HOLD DA HELL UP! YOU'RE MIKI SAYAKA?" Scout blurted out. The girl turned to him with an eyebrow raised.

"Yeah, and?" Sayaka asked him.

"Er… it's nothing…" Scout muttered as Sayaka pointed to the door leading to the storage room.

"Well, we better go, Madoka." Sayaka said.

"Uh… O… Okay…" Kaname said. Scout followed the two as they exited. They saw that the suicide cult were getting up and messaging their head like they just had a party in Las Vegas and this was their hangover. "You go on ahead, I'll catch up with you later…" Kaname said to Sayaka.

"Okay, Madoka." Sayaka said as she left. Soon Kaname turned to Scout.

"So… What happened in that T.V. back there, when that Witch said you betrayed people?" Kaname asked.

"… Well… Back in my days, I was assigned ta distract da enemies long enough for my teammates ta steal some intelligence. We were doin' good, til dis fat guy came wit dis huge ass Gatling gun. He was unstoppable! Soon, he and da rest of my team was at dis large warehouse where da intelligence was, and nobody could get past him ta get out! Dat's when I noticed dat dere was a canister of explosive liquid and he was standing right next ta it. I figured I'd blow him ta smithereens, and so I shot at it. Little did I know it'd cause a big-ass explosion! Everyone died in dat fire! Except for dat fat guy. I killed my team ta get dis fat guy, and it was all in vain…" Scout said.

"…And… what about that other image… You… You shot me…" Kaname said.

"I have no idea about dat. Honest." Scout said.

"Oh… Okay…" Kaname said before taking her leave.

"Wait!" Scout said to her. Kaname soon turned around.

"That girl… Sayaka… she called you Ma… Mada…" Scout tried to pronounce the last bit.

"Madoka. Yeah, it's my given name. You can call me Madoka if you want." She said.

"Ma… doka… Okay then." Scout said.

"What about _your_ given name? You only said it once in class…" Madoka said.

"Oh, I think it was something like Homer…" Scout said.

"Homura, was it?" Madoka asked.

"Yeah. Dat's the one." Scout said.

"Well, I'll see you later, Homura." Madoka said as she left. The Scout then looked at the waking victims, then spots Hitomi, who wakes up and notices him.

"A…Akemi? What happened?" Hitomi asked.

"Wait, ya don't remember da whole suicide cult and punchin' Madoka in da gut?" Scout asked her. Suddenly Hitomi put her hand to her mouth and gasped.

"W… What? No… There's no way I would try to…" Hitomi then looked at the others, scratching their heads in confusion. She then noticed the bottle of detergents. "I… I did…" Hitomi then ran out of the room, crying. Scout sighed and went back to the hospital.

* * *

><p>As he went back, the nurse was expecting him in his room, with a suitcase on the foldout chair.<p>

"Hello, Akemi, how was your walk?" She asked.

"Perfect. Helped me feel a bit better." Scout said.

"Good." She smiled. "I have some great news, however. The doctors have noticed a boost in your health and have decided that you're healthy enough to be dispatched." She said.

"Uh… Great?" Scout said.

"Is there something wrong?" the nurse asked.

"Well, I have no idea where I live, for starters, that and I have something to finish." Scout said.

"Don't worry, you have all of tomorrow to prepare. We'll give you an address of where your residence is to boot." the nurse said.

"That's good." Scout said.

"Well, I'll leave and have you rest. Bye." the nurse said as she left the room. The Scout then laid on the bed, thinking of what to say to Kamijou and how to ask him the question. All he knows is that it had to be done tomorrow. And with that, he went to sleep.


	5. Leave My Friend Alone

[Author's Note: This is probably going to be where the plot will diverge from PMMM's story.]

* * *

><p>The Scout's time in school the day after the run-in with the Witch and the suicide cult seemed to pass by him, with only the report that Hitomi would be taking some days off to go to therapy being important news to him. There was only one objective that he had on his mind: Asking Kamijou if he liked Sayaka.<p>

* * *

><p>Chapter 5: Leave My Friend Alone<p>

* * *

><p>As the Scout returned to his hospital, he heard the sound of a violin playing across the hall. Intrigued, he went over to see what it was. He entered the room and saw a boy in a hospital gown with gray hair. He soon stopped playing to look at the Scout.<p>

"Oh. Hello." He said.

"Uh… Hi. Dis rarely comes outta my mouth, but dat music of yours was good." Scout said. The boy smiled.

"Thanks… I've been a little worried that my skills at playing the violin would be off due to the lack of practice, but I've been able to play this very well. It's like my hand never was injured to begin with." He said.

"Well, I'm glad ya feelin' better about it." Scout half-heartedly said, not really caring for this kid. "Now, tell me where dis Kamijou guy is." Scout said. The boy looked surprised, then spoke out.

"Uh… I _am_ Kamijou. Kamijou Kyousuke." He said.

"Ah! Good. Someone asked me ta ask ya if ya like this Miki Sayaka chick." Scout said. Kamijou then looked out the window, thinking about it.

"… I guess. She's been by my bedside ever since I was even in this hospital, visiting me every chance she gets. From her persistence, I know she likes me." Kamijou said.

"Yeah, but do ya like _her_?" Scout asked.

"… Yes and no. I like her… but I don't _like her_ like her. Since my arm has healed, I have to play catch-up, start practicing the violin and preparing for competitions. I won't have time for a girlfriend. I might not have a lot of time to tell Sayaka this personally, though, so can you relay the message for me?" Kamijou said.

"… I guess I will." Scout said. He then left, giving Kamijou a thumbs-up. He then went to his room and noticed the briefcase. "_Right, I'm gettin' dispatched today…_" Scout thought. He then picked up his briefcase and left his room. On his way out to the hospital, he got the address to Homura's residence.

* * *

><p>The first thing the Scout did as ask people in the mall where Homura's house was, but was unable to get any help. In the food court, he slumped at a table, staring at the slip of paper. He couldn't read Japanese really well, but he understood the "12" all too well. Suddenly, he heard a chair being moved and looked up, seeing Madoka sitting on the chair.<p>

"Hey, Homura." Madoka said.

"Oh, hey." Scout said.

"Uh… Can I ask you something?" Madoka asked.

"I'm listenin'." Scout said. Madoka hesitated, but finally spoke.

"Since Sayaka became a Puella Magi, I began to worry about her well-being… Especially with what happened to Mami…" Madoka said, beginning to lose volume in her voice as she brought up Mami's death.

"Let me guess: Ya want me to protect 'er. Is dat it?" Scout asked. Madoka then looked at Scout with a smile.

"Yes! I'd like it very much if you protected her!" Madoka said.

"Consida it done. Just lemme know when she's at risk." Scout said.

"But… How?" Madoka asked. Scout tried to think.

"I'll work on it. Right now, I have ta try and find my home." Scout said as he left, leaving Madoka to sit at her table and wonder about Scout's promise.

* * *

><p>It took the Scout a while as he tried to find his… <em>her<em> home, as he tried to cut through some alleyways. Soon, he came across one alleyway in peculiar. As he entered, he heard a toy plane's motor running as he saw a miniature girl sticking her tongue out on a small plane. Scout raised his eyebrow as he let it pass harmlessly. He then heard the sounds of metal clashing metal, people grunting, and property being damaged. He knew these were the sounds of a battle, and so he ran to see what was going on. He then noticed Sayaka being attacked by someone else. Madoka and the cat were behind some sort of barrier. He then noticed that the person was going in for the kill, leaping into the air with a spear in hand. Without hesitating, he changed into the Puller Mage clothes, got out his gun, and fired at the person, knocking her off course and into a wall. As she got knocked back, she fell onto the ground. The person got up and looked at the Scout.

"Hey Witch! Leave my friend alone!" Scout said.

"Witch? Who the hell are you calling a Witch?" The person asked. Now the Scout had a good idea of who he's facing. It was a woman with long red hair wearing a matching red uniform, the standard "Puller Mage" outfit with dress-like quality and some frills on the edges.

"You, dat's wat!" Scout said as he aimed is gun at her head.

"Ah, you're that inexperienced Puella Magi Kyubey was talking about, right? The one who relies more on military weapons than her own kind of weapon?" The woman asked.

"Who da hell's Kyu-" was all Scout could say before he noticed a sword being swung at him.

"DON'T YOU INTERFERE!" Sayaka shouted as she tried to cleave Scout. He then grabbed the sword with one hand, oddly not feeling anything when he did.

"Hey! I'm tryin' ta save yer ass here!" Scout said.

"Oh, and how come you didn't save Mami?" Sayaka asked. This caused the woman to raise an eyebrow. Scout struggled with the sword, recalling his last meeting with Mami.

"_I can't let you put my life and lives of everyone in the hospital at risk due to your inexperience."_

Scout then grabbed his pistol from the barrel and struck Sayaka in the head with the butt of the gun.

"SHUT UP! Dere was nothin' I coulda done ta save 'er life!" Scout said. The blow to the head knocked Sayaka out, causing her to go out of her knightly armor and back into her school clothes.

"Sayaka!" Madoka said, rushing to her side.

"Madoka, it's okay, she just fainted from all the damage she took." The cat said. Soon, the Scout turned to the woman.

"Whose side are you on?" The woman asked.

"… Dis city's side. Dis is mah turf! Dis is _her_ turf! Unless ya wanna protect dis city and all da people who live in it, ya best get da hell outta 'ere before I **end** ya!" Scout said, cocking his gun.

"… Fine. I'm out of here. But this won't be the last you hear from me!" The woman said as she swung her spear down, springing her upwards, where she bounced off several walls by hitting it with her spear. Scout then turned to Madoka.

"… Sorry 'bout dat…" Scout said. He then turned and walked off.

"Wait!" Madoka said. "I… Thank you…" She said. Scout turned to face Madoka, crack a small smile, then headed off.

* * *

><p>Scout took a while to find the building with the number, even asking a few people where to go. Eventually, he came across a large building off in an intersection. After confirming that it matched the number and the funny shapes that were the Japanese language, he entered the house. Scout explored the house, finding a couple of things he'd be familiar with, such as a kitchen, living room, bedroom, bathroom. Finally, he checked out the basement.<p>

"Wat da crap?" Scout muttered as he saw that there was nothing in the basement save for a table, and some weird shapes that seem to serve as chairs or couches. He then noticed the large gallery, containing aged pages, sketches, and other odd items. In the center was a map of what looked like the city Scout was currently in, with a big red dot with Japanese language.

"So… you _are_ planning something…" said a small voice. Scout turned around and saw the cat.

"Da crap do ya want? Wanna a scalpin'?" Scout asked.

"No. I'm just curious as to what is going on." The cat said.

"Wat do ya mean?" Scout asked.

"You know nothing about being a Puella Magi, yet you can take down Witches with ease… You don't even know what a Witch is, yet you have a clear idea of just what they are. When you called Kyouko a Witch, I knew something was up. How did you know?" the cat asked.

"Know what?" Scout asked back.

"… Never mind." The cat said, slumping his head onto his paws, yet still keeping that poker face. "I suppose that even though you have tons of information on it, you have no idea about Walpurgis Night, do you?"

"Correct. No damn idea." Scout said.

"Figures. I'm too busy to explain, so talk to Kyouko about it. She's in the arcade." He said, stretching his limbs and then waltzing out.

* * *

><p>The Scout decided to head to the arcade, where he found the red-head, Kyouko, dancing on a DDR machine.<p>

"Well, good thing they still sell dose." Scout said. Soon, Kyouko stopped dancing and turned around, with a stick in her mouth.

"What do _you_ want? A beatdown?" Kyouko asked.

"No. I heard from dat cat dat you know about a… Walrus Night?" Scout said.

"… Walpurgis Night? Yeah, what about it?" She said.

"Well, I wanna know 'bout it." Scout said.

"Aight. Walpurgis Night is when a very strong Witch appears. So, how do you know about it?" She asked.

"Apparently my basement is cluttered with stuff 'bout da thing. Don't ask." Scout said.

"Hmph. Well, I better give that girl a little visit." Kyouko said, getting off the stand.

"Wait… Ya mean Sayaka?" Scout asked.

"Yeah. I have a feeling that the idiot needs a little lesson." She said, getting a small box of sticks, taking one out, and popping them in her mouth. Scout then grabbed one of her arms.

"If ya _eva_ lay a finger on 'er… I'll know… Got it, missy?" Scout said, glaring into her eyes. Kyouko then pulled her arm back and walked off, leaving Scout to watch her leave.

"You know she's going to do it." The cat's voice said. Scout noticed it hanging off the handlebars of the DDR Arcade, before letting go and landing on its feet.

"Do wat?" Scout asked.

"Kill her. Remember that turf war you mentioned? That actually does happen a lot when multiple Puella Magi are in the same area. Grief Seeds are scarce, so rather than work together, Puella Magi would murder each other for exclusive rights to obtain Grief Seeds." The cat said.

"Wait… So ya mean…" Scout asked.

"Yes. Kyouko is going to kill Sayaka behind your back… She even told me herself." The cat said.

* * *

><p>"… CRAP!" Scout said, running off. The cat then walked away.<p>

The Scout wasn't really sure where to look for Kyouko. After she left the arcade, she apparently vanished. He spent a couple of minutes trying to find Sayaka to make sure she's safe.

"SAYAKA!" Scout called out.

"SAYAKA!" A familiar voice was also doing the same. Scout noticed Madoka running towards him, along with the cat.

"Madoka! Ya know what's gonna happen too?" Scout asked.

"Yeah! Kyubey told me the girls are going to fight again!" Madoka said.

"DAMN! Alright, double time!" Scout said.

"I know where they are. Over by the bridge." The cat, which the Scout can confidently call Kyubey now, said.

* * *

><p>"Good! I'll meet ya over dere, Madoka." Scout said, running off.<p>

"Alright, you ready for this? Because it's time to shine!" Kyouko said, changing into her Puella Magi clothes. As she held her spear, she heard a gun clicking. She turned to face the Scout, in his Puller Mage clothes, holding his pistol at her.

"Wat did I say 'bout hurtin' Sayaka?" Scout said.

"Hey! Stay out of this!" Sayaka said.

"Wait! Don't fight!" Madoka said, running to her.

"What is this? Some sort of intervention?" Kyouko muttered.

"Look, I'm only here to protect Sayaka!" Scout said.

"I DON'T NEED PROTECTION! ESPECIALLY FROM YOU!" Sayaka shouted.

"Heh, seems even the girl doesn't like you." Kyouko said, getting a piece of celery and eating it.

"Who's da one havin' da gun ta whose head again? Oh, right. _ME_!" Scout said, holding his finger over the trigger.

"Damn it… I'll have to fight both of you if I must!" Sayaka said as she held a shiny blue egg-like jewel up. Just then, Madoka snatched it from her hands and tossed it off the bridge. "… What the hell, Madoka!" Sayaka said.

"I didn't want any conflict! Please forgive me!" Madoka said. Suddenly, Sayaka fainted in Madoka's arms. "S-Sayaka?" Madoka asked her. There was no response.

"… This is definitely odd." Kyubey said.

"Whatcha mean?" Scout asked. Kyouko went over and felt Sayaka's neck.

"… The hell? She's dead!" Kyouko announced.

"WHAT'S GOING ON?" Madoka said, on the verge of tears.

"Calm down! Let me explain!" Kyubey said, standing on his hind-legs and having his paws up. "One of my duties when making a contract is to extract their souls and put them into the Soul Gems." Kyubey said. He then looked to Scout. "Those egg things." He said.

"… You… YOU MADE US ZOMBIES!" Kyouko shouted, pointing her spear to Kyubey.

"Hold on! I'm not done explaining!" Kyubey said. "The Soul Gem, where the real person is, controls their former body like a puppet. If the gem is separated from the body… let's say… spread apart by 100 meters, then the connection severs, and the body becomes a corpse." Kyubey said. He then noticed the spear coming down on him, and dodged it. "Woah! Just think of the benefit! Scout, remember when you blocked Sayaka's sword?" Kyubey said. Scout nodded and looked at his hand. His hand was pretty normal aside from a major cut on his palm. "You were able to endure its pain because your soul wasn't in your body. Had it been in your body, then you would have felt tons of pain. Maybe even die. I've did this to ensure that you guys live longer and be more durable in battle. Wouldn't you say that's a good thing?" Kyubey asked.

"… NO! IT'S A TERRIBLE THING!" Madoka said, trying to hold back her tears, though her cover isn't really cutting it.

"Actually, it isn't all dat bad. I mean, imagine if da boys back home had dese… Gem thingies… Dey'd be practically immortal!" Scout said.

"FINALLY! A human who doesn't react like Madoka or Kyouko!" Kyubey said.

"Wait… If we can give Sayaka da Soul Gem back, she'll be better?" Scout asked.

"Yes. Provided that it's not damaged. And that you retrieve it in a limited amount of time. After all, without the Soul Gem, the body is just a corpse waiting to decompose." Kyubey said. Scout then ran to the bridge side and tried to look for the gem. The passing cars made it difficult to try to find a tiny blue jewel from high up above. It took Scout a while before realizing that the gem wasn't there.

"Crap! Can't find it!" Scout said.

"Please wake up! This can't be happening…" Madoka finally couldn't take it anymore. "_**!**_" Madoka screamed.

* * *

><p>[Author's Note: See what I mean?]<p> 


	6. It's A War To Me

{Author's Note: I apologize for the looooooong pause between updates. I had a bit of writers blockage going on and I engaged in different stories. But now I've decided to head back to this and write some more, since it's pretty popular}

* * *

><p>The Scout, Kyouko, and Madoka moved Sayaka's body over to Kyouko's old family home, a church, where they began to hide her body. Kyouko's Soul Gem glowed over Sayaka's body as the Scout sat on a nearby bench, wrapping his arms around a crying Madoka.<p>

"Don't worry. We'll find her gem." Kyouko said, sighing.

"This wouldn't have happened if ya didn't attack 'er like a crazy broad." Scout said to her.

"Hey! She started it!" Kyouko protested. The Scout then heard Madoka whimper. He decided to calm down and ask Kyouko what to do. She seemed to be better at this than he ever will.

"Look, we need ta get dat gem. So unless ya got some fancy gadget dat can locate it, we're boned." Scout said.

"Well... You wanna know how I tracked down Sayaka? Well, apparently, Soul Gems can track down other Soul Gems like they do with Grief Seeds." Kyouko said as she held her hand over the Gem. Soon the front of the Soul Gem began to glow, in the direction behind her. "It's this way, come on." Kyouko said, leaving the church, with Scout following. Kyouko then turned.

"Hey, you coming?" She asked Madoka.

"Oh hell no! We're not draggin' her wit us! She's gone through enough as it is!" Scout said.

"You see that... _thing_ over there?" Kyouko said, creating a black and red energy spear from her Soul Gem to point at and intimidate Kyubey, who was approaching Madoka before she created it. "That thing has been eying the girl for a while. Hey, girl! Did this monster ask you anything regarding a contract?" Kyouko asked. Madoka nodded. "Figured." She then turned to Scout. "If you let her stay, she'll probably be induced into what we're going through just by telling that thing her wish." Kyouko said.

"_I'd prefer it if you called me Kyubey._" Kyubey said.

"No! You made us zombies! There's no way in hell I'm gonna forgive you!" Kyouko said.

"Again wit dis zombie stuff? Look, dis ain't _Da Walkin' Dead_! We ain't zombies! So wat if our souls are outta our bodies? Does it matter?" Scout asked.

"Sorry, I didn't know you were as much of an idiot as Sayaka! Heck, I bet you're just as human as that goddamned monster!" Kyouko said to Scout.

"Look! I don't know why you're so upset at dis!" Scout said. Kyubey then came to him.

"_It's hard to understand, but apparently some humans _value_ their souls being inside their bodies… It's best not to question her and focus on recovering Sayaka's Gem…_" Kyubey said.

"Quiet you!" Kyouko snapped at Kyubey. "You… I can't even call you by your name! From now on, you're... You're..." Kyouko struggled to find a word.

"_Incubator."_ Said a mature, female voice.

"Huh?" Scout said, looking around.

"What is it?" Kyouko asked Scout.

"Oh, nothin'. Coulda sworn someone said Incubator." Scout said. He was soon picking his ear with his finger.

"Incubator, eh? Has a nice ring. You hear that, monster-cat? Your name's now Incubator!" Kyouko said to Kyubey.

"_... Interesting._" Kyubey said, looking at Scout, much to his confusion.

"Madoka's coming, whether you like it or not." Kyouko said.

"Fine, but if she gets hurt, I'm puttin' the blame on all ya!" Scout said.

"Fair enough. Been blaming myself for a couple of things lately." Kyouko said. Scout followed her out of the church and towards where Sayaka's Soul Gem was heading towards:

Kasamino City.

* * *

><p>Chapter 6: It's A War To Me<p>

* * *

><p>Scout and the others arrived at a small factory, where the glowing of Kyouko's Gem intensified.<p>

"Yeah. This has got to be the place!" She said, looking at how old and rusty the factory was.

"Alrighty, so all I gotta do is grab da gem and bring it back to Sayaka, right?" Scout asked. Kyouko nodded. "Hah! Easy! They had me do dis back at Dustbowl!" He said as he was about to run. However, Kyouko grabbed his leg.

"Idiot! Do you _want_ to get yourself killed?" She whispered, pointing to a white truck with two people, dressed way to formally to be working for a factory and more of a questionable organization, stood by it, chuckling to each other and smoking cigarettes.

"Meh, guards? Still stuff I did at Dustbowl. Just take 'em out." Scout said.

"Take them out? What is this to you? A video game? This is real life! You can't just waltz on there and-" Though Kyouko was too busy ranting to notice Scout actually went to the two, transformed in his "Puller Mage" clothes, and beating the crap out of them with an aluminum baseball bat until they were knocked out. "… Well… Guess I was wrong." Kyouko said.

"Homura seems to be really skilled for an inexperienced Puella Magi…" Madoka said, marvelling at his attack.

"_It makes the situation all the more suspicious…_" Kyubey said.

"The hell do you mean?" Kyouko asked him.

"_It's like she fought before, but from her experience, not as a Puella Magi…_" Kyubey said. Madoka then recalled the conversation she had with Scout about his past.

"Homura-chan…" She muttered as she looked at Scout.

"Come on! While we're still clear!" Scout said to them as Madoka, Kyouko, and Kyubey all went to Scout, who pointed to an open door in the factory. He and Kyouko nodded as they ran in together, with Madoka and Kyubey following.

* * *

><p>Inside the factory, Scout and Kyouko hid behind a wooden crate. Kyubey, curious to see what is happening, peaked over the crate, but then was pulled back by Scout.<p>

"What are you doing!? We'll be spotted!" Scout whispered to Kyubey.

"Normal humans can't see me, Homura. I can see your inexperience is coming on again." Kyubey said.

"The Incubator's right. Send him out to spy and he'll just communicate with us via telepathy." Kyouko said.

"Huh… Clever… Alright, Incubator, ready? Go!" Scout said as he pushed Kyubey out to where he could see several "workers", also dressed like the two people outside, with suits. Kyubey went directly to two people to listen in on a conversation.

"So, why did the boss care about something that slipped onto the truck instead of the goods in the truck?" One of the workers said.

"I dunno. He didn't say. He just looked at it and marvelled at it like some sort of toy." The other worker said.

"_You people hearing this so far?_ _Seems Sayaka's gem_ _is in their boss' hands…_" Kyubey said.

"Well, easy peasy. Wait, if you're invisible, den ya can easily slip by 'n' take it, right?" Scout asked.

"_Well… Yes. I can. Hang on, this will be done shortly._" Kyubey said. Then he noticed one of the workers coming in with a strange backpack and a hose attached to the backpack. Kyubey had no idea what it was.

"Alright men, boss' orders!" The worker said as the others freaked out.

"HOLY CRAP! WHAT THE HELL ARE YOU DOING TOATING A FLAMETHROWER AROUND!?" Another worker said.

"Flamethrowa?" Scout thought. He slowly realized what they were going to do. "KYUBEY! GET OUT OF THERE!" He thought to Kyubey, but then he heard the sound of the flamethrower going off. Madoka and Kyouko could hear the flamethrower as well. Madoka got up from the crate and saw Kyubey being ignited.

"KYUBEY!" She shrieked. The workers, or at least the ones that remained surviving the pyromaniac attack turned to look at Madoka.

"What the hell is a little girl doing here!?" One of the workers, panicking around the fire spreading throughout the factory, said.

"I dunno, but she's not leaving this place alive!" Another worker said, taking out a pistol from a holster attached to his belt. Scout then got up and pulled two pistols from his shield, pointing them at the worker.

"Hey! Leave her alone!" He said to them.

"Okay! Who the hell invited little girls over to our hideout?!" One of the workers said, also getting his gun. Several workers did the same, pointing at Madoka and Scout. Scout knew they were clearly outmatched. Outgunned. Then, he recalled what Kyubey said about the Soul Gems.

"Madoka, run… Just… run!" Scout said to Madoka.

"But… what about-" Madoka turned, her eyes scared and wavering at Scout.

"JUST RUN!" Scout yelled. Madoka, with a little yelp, ran out of the aims of the workers. When one of the workers adjusted his aim, Scout fired a bullet into the worker's head, killing him. The rest of the workers then fired onto Scout, his body getting riddled with several bullets. Madoka ran back enough not to be seen by the workers, but turned around and saw Scout getting killed.

"**_HOMURA-CHAN!_**" Madoka screamed. She then noticed Scout standing still. His body moving. His lungs breathing. His mouth smiling. She then heard him chuckling.

"My turn." Scout said as he fired the pistols directly at the workers, killing them all within one or two shots. By the time he emptied his magazines, all the workers were dead. He then dropped the unloaded pistols to the ground and chuckled again. "Dat cat was right! I'm invincible!" Kyouko got up from the crates and then smacked Scout.

"YOU IDIOT! WHAT THE HELL ARE YOU THINKING!? YOU PUT YOURSELF AT RISK! DO YOU WANNA DIE!?" Kyouko asked Scout.

"I _woulda_ been dead, but hey! Wat did dat cat say? So long as the Soul Gem remains, I'm good? Yeah! How's dat for a zombie?" Scout said. Kyouko then went up to Scout and punched him in the face. It took Scout a while to adjust his jaw, but once he was done with it, he looked to Kyouko.

"Look, at least I took out da workers!" Scout said, not minding if his body was bleeding from the bullet wounds. He then noticed the fires from the flamethrower. "Whoeva told dat guy ta pull dat stunt had sum idea wat's goin' on." He said.

"What do you mean?" Kyouko asked.

"It's a strategy back in my home. We have guys wit flamethrowas go and burn everything, hopin' ta spot dose with cloakin' devices. We call it a-" Scout said before the office door opened. He turned around and noticed someone emerging from the office.

"Spy Check, mon ami?" Said a French man, though his size was roughly that of Madoka's, a teenage girl. Regardless, the man was dressed in a blue suit with a darker blue tie. Masking his face was a blue ski mask with holes for the eyes and mouth cut. He smirked.

"So I ain't da only one from Dustbowl!" Scout said. The masked man walked to Scout.

"Exactly. Ça va, Scout? It waz only a while since I last saw you hopping onto ze Engineer's teleporter… Seems ze sapping I pulled on it had caused… some changes to ze teleporter." He said. It was then that Scout remembered what happened.

* * *

><p>Scout, in his original male form, was running with a briefcase in his hand, papers were flying out, but it didn't matter for him. His mission was to retrieve the briefcase. That's all that mattered. He noticed that a friend of his, a guy with a construction helmet, goggles, a red shirt, and brown overalls, was standing by the exit.<p>

"Engineer! Thank God yer here! Ya got da teleporter ready?" Scout asked him. The Engineer nodded and pointed to a red device near the door. Scout got onto the device as the two blades on it spun around. Just as the teleporter was about to accomplish its task, he noticed the masked man running to them and throwing a device to the teleporter. The device attached itself to the teleporter, which soon caused the teleporter to spark up. The Engineer, fearing for his life, ran out of the area before the teleporter overloaded and blew up. When he came back, the Engineer noticed that the Spy and the Scout were missing.

* * *

><p>"It seems zat ze teleporter had sent us somewhere different. Tell me, Scout, did you happen to wake up in ze body of a girl as well? Seems like it from your geddup." Spy said to him. Madoka looked at Scout.<p>

"S… scout?" She muttered.

"Yeah. But so wat? Wat are ya gonna do bout it?" Scout asked. He then noticed, to his shock, the Spy pull out a Soul Gem, but this one was colored black. The Soul Gem then glowed, as did the Spy's clothes. Soon, the clothes exploded as they, mask included, changed into a skimpy black and white dress, with a black cape and a large witch's hat. With the mask of the Spy gone, Scout and the others could see that his face was that of a girl's. The girl had short black hair with a string of hair sticking out.

"Come and show me what you can do, Scout. Ze winner takes zis home." He said, holding up Sayaka's Soul Gem. He then put the Gem away as he took off his hat. He shook it as several rifles came out of it. He then picked up the rifles and fired at Scout, one after another. Scout ducked out of the way and reached into his shield for a weapon.

"What the hell? WHAT THE HELL IS GOING ON!?" Kyouko screamed as she rolled out of the way of the fire, back to the crate. She thought to herself if she should transform and fight with Scout, but chose against it out of confusion for the Spy's sudden ability to transform into a Puella Magi with powers that seemed similar to Mami. She then peaked behind the crates and noticed Kyubey in the distance, now no longer on fire and inspecting his burning corpse before taking a bite out of it. He then looked at the two Puella Magi fighting.

"_I see. I understand now… The Puella Magi… Scout…_" Was all he thought before he noticed Scout heading his way. He ran out of Scout's way as he pulled out an uzi and fired at the Spy. The Spy jumped in the air and pulled out a cross-shaped staff. He pointed to the Scout and fired a large beam at the Scout. The beam narrowly missed Scout as the area the beam hit blew up, knocking Scout in the air. The Spy was about to finish the Scout off.

"_Damn it! It's hopeless!_" Scout thought. He winced.

_"No… It's not."_ The female voice said. Soon, Scout's hand touched the stone shield. Suddenly, everything stopped. The fire. The Spy. Nearly everyone stopped. Except for Scout, who landed onto the ground on his ass. He soon got up and looked around, noticing the suspended animation.

"Da crap?" He muttered. He then noticed Sayaka's Gem on the ground. He picked it up. As soon as he stuffed it into the shield, time resumed its flow and Spy fired a beam where the Scout was at, blowing a hole in the factory. He then noticed he missed.

"WHAT!?" The Spy said. He then saw the Scout point his Uzi at the Spy.

"I win." Scout said, firing the uzi at the Spy. The bullets hit square in the chest as the Spy dropped, seemingly dead. He then walked to Kyouko. "Come on, he won't stay down for long." The Scout said. But Kyouko put his hand on Scout's chest.

"What!? You're not going to explain to me what the hell is going on!?" She asked.

"I'll explain wen we're not near dat guy! Trust me, he's a tricky guy ta kill!" He said as he exited the factory. Kyouko sighed as she left. Madoka was rendered speechless before Kyouko left. Then she turned and went with the two. Kyubey, on the other hand, looked to Spy, seeing his Soul Gem, now in the shape of an earring, cracking.

"_Very interesting. Unfortunately, I can't afford to let the girls know your next secret just yet._" Kyubey said. His ears then picked up the Soul Gem and tossed it onto his back before the Gem cracked completely. The Gem went right into his back, as if the markings on his back led to a small hole. He then walked away, leaving the motionless Spy to rot.

* * *

><p>Soon, the Scout, Kyouko, and Madoka were walking through the woods.<p>

"Alright, tell us what's going on! Who was that guy? Girl? Whatever? How do you know him? Her? AAAARG! I'm so confused!" Kyouko said.

"I'm not sure myself. I _do_ know dat guy was a Spy." He said.

"A spy? For what!?" Kyouko asked.

"Just dat. He's a Spy. Sappin machines, disguisin himself as other people, turnin invisible… His tactics called for da tactics I told ya about earlia…" Scout said.

"Damn it! You're a Puella Magi! Not a merc! This ain't a war, y'know!" Kyouko said.

"… It's a war ta me. 'N' I know from dat cat dat it's one ta ya girls as well!" Scout said.

"What? What did that Incubator tell you?" She asked.

"Dat Grief Seeds are scarce, and dat ya girls kill eachotha ta get _all_ of dem. A turf war, if ya like ta call it dat." Scout said.

"That's not why I fought Sayaka. It's the reason why I went to Mitakihara, but not the reason that I fought her. If only you knew about being a Puella Magi… Do you even know what she wasted her wish on?" She asked.

"I don't care. I don't care wat wish _ya_ made either! All I care about is tryin' to find a way home! Dat encounter with da Spy had me very confused as ta wat's goin' on!" Scout said. He then noticed that they arrived at the church. He then pulled out the Soul Gem from his shield. He then opened the door, walking to Sayaka's body and placing the Gem in her hand. Sayaka's body jerked back to life, and soon, her eyes opened.

"Wha… What happened?" Sayaka asked. Madoka ran to hug Sayaka, tearfully crying into her chest. Kyouko was about to speak, but Scout put a hand on her shoulder.

"Come, we gotta war ta plan." Scout said to her. He then walked out of the church. Kyouko looked at Scout, not knowing what he meant. Then she realized.

Walpurgis Night was approaching.


	7. I Definitely Won't Screw It Up

"So, you just have all this info about the Witch collected for no reason?" Kyouko asked as she looked at the diagrams, maps, and even logs of Walpurgis Night. The two were in the room, making their preparations for the night that Walpurgis would attack, with a map of Mitakihara City laid down on the table. Scout's and Kyouko's Soul Gems were on the map, serving as markers to place where they'll strike.

"Apparently. It's like dis girl's prepared all her life for dis one moment…" Scout said. Kyouko then gave him a glare as she slammed her hands on the table, causing the gems to rumble for a bit.

"Alright, I want a damn explanation on that! What the hell was with that… spy asking if you woke up in the body of a girl?" Kyouko asked.

"… I… I'm not sure myself. All I know is exactly wat he said. I woke up in dis girl's body." Scout said.

"_If I may interject…_" Kyubey said as he hopped onto the table and placed its paw on Scout's Soul Gem. As he did, Scout felt a slight poke as well, as if Kyubey's paw was on his shoulder. Kyouko was about to take her Soul Gem and summon the impulse spear again, but Scout stopped her by putting his hand where her hand was. He held it for a few seconds before Kyouko tugged it away from Scout. Kyouko then glared at Kyubey.

"You have fifteen seconds." She said.

"_Well, it would seem that when that accident occurred in Scout's world, both his and the other man's souls were transported to this world and then stuffed into the Puella Magi's bodies. Since a Puella Magi's soul is transformed into a Soul Gem and thus is able to be housed there, Scout and the other man were able to take full control._" Kyubey said.

"So… dose voices in mah head… are dey Homer's? How da crap can she speak ta me?" Scout asked.

"_Puella Magi have the ability to use telepathy to communicate with other Puella Magi and people they choose. It could be that Homura is doing the same to talk to you._" Kyubey said.

"Wait… ya said dat I had full control… Dat ain't true for da most part…" Scout said. He recalled the time he sleepwalked and his encounter with Mami, as well as the fight with the Spy.

"_It could be possible that Homura is regaining consciousness. Or it could be that something is driving her to steal the controls from you. Whatever the case, it's only a matter of time before _you _are stuffed into the Soul Gem, unable to move._" Kyubey said.

"Ah jeez! Look, I wanna go home, aight? You're a smart cookie, right? Can't ya figure out a way?" Scout said.

"_No. It's practically impossible for me to perform that feat. Even if I _did_ try to send you back, you'd still be stuck in Akemi Homura's body. I can't undo the process… but I know someone who can." _Kyubey said_._

"Who!?" Scout asked Kyubey.

"_Madoka. Her magic potential is far superior compared to the two of you combined. I haven't figured out why, but she could be able to split you two up and send you home."_ Kyubey said.

"Alright! Let's go get 'er!" Scout said. However, a sharp pain entered his spine. He seemed unable to move. Was it Kyubey's paw? No. He took it off. Was it Kyouko stabbing him with her spear? He looked behind him. No. It wasn't, though she was standing up and holding the spear in front of Scout to stop him. No. Something else stopped him.

"**_No._**" That voice rang again. Kyubey's ears twitched. His eyes stared at Scout.

"_She's gaining more control._" Kyubey said. This caused Scout to shudder. He eventually gave up and Scout fell to the ground on his bum. "_It's your choice, Scout. You can have Madoka make her wish to send you back while she becomes a Puella Magi, or succumb to Homura's control._" Kyubey said as Scout looked blankly into space.

* * *

><p>Chapter 7: I Definitely Won't Screw It Up<p>

* * *

><p>A few days passed since that preparation. Witch attacks have quieted down, as if they too knew that the most powerful Witch would make her presence. It was good for the group, as it gave them time to rest and focus on other aspects of their life. Scout, however, stuck to preparing for the inevitable night, with Kyouko popping by to look over battle plans, usually with a huge bag of apples or other assorted food that she "got" from the market. As for Sayaka and Madoka's time, Scout couldn't say. He concentrated more on the preparations than talking to the two of them, especially Madoka after what he discovered those days ago. He couldn't stop thinking about the Spy as well… He was in complete control of his body and knew all the ins and outs. Who was the girl beforehand? Before Spy took over her? He then feared for himself, being put in the same situation as the girl, being forced to watch as someone controls your very body and being unable to stop it. These thoughts disturbed him during today's class.<p>

Soon, the school bells rang, signalling the end of class and ceasing the thought process in Scout's head. Every classmate was getting ready to go home. Every classmate, save for Hitomi, who was still absent despite the fact that she would be back from therapy today. While it didn't worry Scout all that much, as he had bigger worries to handle, it did cause some worry in Madoka. However, Scout just got ready to head, not sure if he should talk to Madoka. As he stepped outside the door, however, the sharp pain was felt again, stopping him from going out the door. He _had_ to talk to her now. He turned around and looked to Madoka. He then sighed.

"Tony's probably just sick. Ya know how dat cult affected her." Scout said.

"Yeah… but… I'm just thinking…" Madoka said. She then broke out of her worry. "I-I'm sure it's nothing." Madoka said. Scout smiled for a bit, until he heard something in his head. Madoka could hear it too.

"_Hey! I found a Witch! It's pretty big from the reading of my Soul Gem! It might be Walpurgis!_" It was Kyouko's voice. Scout grabbed his things and ran off, with Madoka following behind after a bit of hesitation. Sayaka left a little earlier than the other classmates, and from the way she looked at her ring, it'd seem that she spotted the Witch too.

* * *

><p>Scout and Madoka arrived outside the labyrinth in a construction lot. Kyouko was standing was standing outside of a strange portal-like wall. They noticed the barrier that allowed them entry into the labyrinth was flickering heavily.<p>

"Seems Sayaka beat us to the punch." Kyouko said.

"Y-you sure it's not another Puella Magi? I mean, w-w-we just encountered a new one a few days ago!" Madoka said, stuttering.

"Positive. I checked with the Soul Gem, and Sayaka's location is right inside the labyrinth." Kyouko said. Madoka whimpered a bit before Scout decided to take action.

"Well, wat are we waitin' fo?" Scout said as he leaped into the portal. Kyouko groaned as she followed him, followed closely by Madoka.

* * *

><p>What they saw before them amazed both a veteran like Kyouko and a newbie like Scout. The ground was brown, rough, and cracked, like dry lands, but the sky was bright and sunny. However, there was a metallic roof with dozens of chains attached to different parts of the ground.<p>

Before them stood a large archway. Up above was a large schoolgirl… only it didn't look anything like a human. Arms came out the girl's skirt, and from the looks of things, she had more arms up top. She wasn't wearing the Mitakihara uniform, but was wearing a black shirt and black skirt. The chains were all around the area, but they weren't restricting the figures. Rather, they were there for decoration. All the chains were connected to the top though, where the Birdcage was. Kyouko looked at the Soul Gem again. It glowed three times as brightly.

"No way! There's _three_ witches in here!" Kyouko said.

"Wat? How do ya know? I can only count one, Miss Many Arms!" Scout said, pointing to the schoolgirl witch.

"No. The archway and the birdcage are also Witches." Kyouko said, pointing to them.

"Seriously!? What kinda guy makes dese things? Hungry caterpillas, _Da Ring_ rejects, and freakin' birdcages are not wat I consida Witches!" Scout said. Before Kyouko could argue with Scout, Madoka gasped and pointed to the cage, pointing out a familiar girl sitting lifelessly inside the cage next to the legs. A girl with long wavy green hair.

"Look! They got Hitomi!" Madoka said. She trembled as her fears were confirmed. Near the birdcage flew several birds as they tried to attack another person who was near the cage, Sayaka. She was up in the air, hacking and slashing at the birds, but as much as she attacked, for every two birds she killed, four more flew at her. As she was busy with the attack, two large pair of legs, their outfits seeming to be allied with the schoolgirl witch, flew to her and kicked her down with their figure-skating shoes. The kick knocked her to the ground with a large pound, kicking up a lot of dust. As Sayaka weakly got up, strange, paper brown husks tried to get her. She was unfortunate enough to encounter the arch witch's own minions.

"Damn it! At this rate, Sayaka will be killed!" Kyouko said as she got her Soul Gem out and transformed. She turned to Madoka and summoned a red cage-like wall in front of her. She then turned to Scout and nodded. Scout pulled his out too, albeit hesitantly, and transformed as well. Scout pulled out his pistol and shot at the husks, blowing holes in them. Despite this, the husks managed to advance towards the Puella Magi. "Hey! If you shoot them, they can be easier to chop in half!" She said to Scout.

"Alright!" Scout said, unloading the pistol toward the husks as Kyouko slashed through them with her spear. The husks disappeared. "Husks down, now we need ta focus on dat archway!" Scout said, pointing his gun to the Arch Witch.

"No…" Sayaka weakly said. Kyouko then noticed Sayaka's body being cut up.

"H-hey! Sayaka! You should rest for a bit… Heal up!" Kyouko said. Scout tried to intervene and tell Kyouko about the Soul Gem thing, but stepped back. He knew it'd be a hot button topic for her.

"I handled a stab in the gut… That's _way_ worse than those birds pecking at me… I'll be fine… Focus on the other two Witches while I… sculpt this Witch." Sayaka said. There was almost no emotion in her voice. No enthusiasm from her. She then ran… No, running sounded to simple for what she did… She _flew_ to the Witch and slashed it with her sword. It made a few dents in the Archway Witch, but without her minions to back her up, the Witch had no time to react.

"Damn it, Sayaka! Stop being stubborn!" Kyouko said as she ran to her, but Scout grabbed her arm.

"Dere's three of us and three of dem. If we split up an' take on da Witches, we'll be able ta take dem out!" Scout said. He then pointed to the Class Representative Witch. "I'll take dat one on, you handle da birdy." He then jumped up to confront the witch. He landed on one of the chains as the twin pair of legs race forth to attack Scout. He tried to fire, but ran out of bullets. Throwing the pistol to the ground, he searched for a weapon in his shield. He pulled one out and had a smile as it was one he grew fond of: a shotgun.

"Ah yeah!" Scout said as he cocked it and fired it at the first set of legs. While there was no blood or gore present, the effect of a leg being shot off with a shotgun was still there, with the leg breaking off and falling down to the Arch. Their impacts caused the Arch to weaken further from Sayaka's hacking and slashing. The second pair of legs tried to avenge its twin by kicking down Scout. It was actually lucky to catch Scout off guard. The legs knocked Scout down onto the Arch.

Kyouko, on the other hand, jumped up further, thanks in part to her spear acting as a springboard. She swung around her spear, splitting up into different segments and whacking away the birds that flew around the cage midair. Unlike the other two Witches, this Witch's set of minions seemed to be endless. Scout landed on the Archway, where he saw Sayaka cackling in a bloodthirsty glee.

"This witch is a sitting duck! Ahahahahaha!" She said. Scout didn't mind seeing the previously lifeless Sayaka now happily hacking away at solid stone as blood seemingly seeped out of the arch's cracks. He's seen several crazy people in his lines of fighting. Unfortunately, her sword was getting dull and cracks were starting to appear with each hack and slash. Scout got up and grabbed onto her arm.

"Switch. Ya have a betta shot wit da witch above." Scout said. Sayaka ceased her slashing for a moment, then gave Scout a smirk. She then jumped up to confront the remainder of the Class Representative Witch. Scout then looked down to the cracked archway. He noticed it was large enough for _that_. He then pulled out a pipe bomb and gently put it inside the crack. He then activated it and jumped off. The explosion took out the Witch and caused Scout to jump further in the air. "YEEEEEEEEEAH! HAHAHAAAAAAAAAAAA!" Scout said. He was reminded of what his self-appointed commander, Soldier, did for fun: jumping on his own exploding rockets. So this was what it was like to be hurled fifty feet in the air by an explosion, he thought. He soon found that he was in the same height as Sayaka and the Class Representative Witch, as she was hacking off the other leg, clinging on to it. As the leg fell off, she jumped off and landed on the chains.

"Hey, Transfer Student! This guy's ready to croak!" She said as she nonchalantly stabbed one of the Witch's familiars with two thrown swords.

"Alright! DIS CHICK IS TOAAAAAAAAAAAAST!" Scout said as he fired the shotgun at the Witch. However, the shells managed to do nothing to it outside of make holes in her skirt. Obviously, the shotgun shells weren't enough to take it down. He then pulled out a grenade and flung it at the skirt, blowing up and taking the Witch with it. "Alright, two down, one to go." Scout said. Thankfully, they didn't need to go find Kyouko. The Birdcage was already on its way down… right in their path! Scout pushed Sayaka out of the way, making it out just in time for the cage to fall. The chains attaching themselves to the bird cage also fell too, along with a dozen dead birds. Kyouko was the last to fall, her spear poised for the final killing blow. She landed on top of the birdcage, stabbing the metal with the spear.

"Okay, this Witch is almost dead! Get the girl out before we finish it off!" Kyouko said as she held onto the spear. Scout nodded and jumped off the chain and onto the ground. There, he went into the cage and took the unresponsive Hitomi out of the cage. As he got out, Sayaka flew down and gave it one last slash, chopping the cage in half before it exploded.

* * *

><p>The world around them faded out and they were back at the construction lot. Kyouko then disabled the wall. Madoka ran over to Hitomi after Scout laid her on the ground. The Bird Cage Witch's Grief Seed fell right next to the two other Grief Seeds. Scout went over and picked them up.<p>

"Hey, dere's one for each of us!" Scout said, tossing one to Kyouko and Sayaka. Sayaka soon tossed hers back to Scout.

"Keep it. If I'm gonna be this city's protector, then I can't worry over little things like Grief Seeds or petty turf wars." Sayaka said. She then walked off. Kyouko gripped her Grief Seed.

"Hey, idiot! In case you forgot, you kinda _need_ those Grief Seeds to clean the Soul Gem!" Kyouko shouted at Sayaka.

"So? What happens if the Gem gets dirty? Less efficient magic? Perhaps." Sayaka said.

"Well, if she doesn't mind…" Scout muttered. Though a slight poke entered his back.

"_It'd be in your best interest to give her the Seed anyways..._" the voice said.

"_Huh? Why?_" Scout thought back. Now was a good time as any to have a chat with the person who might take control of his… er… her body.

"_She'll be stubborn though._" The voice said, ignoring Scout's own thought process."_But trying to give it to her is the better alternative to what I had in mind._" the voice said.

"_Fine…_" Scout thought. He then went over to Sayaka and held out his hand with the Seed in it. "I don't want dis turf mentality ta turn us against each otha. Startin' today, we're formin' a team! You, me, Red ova here, and Mado-" Scout then felt another poke. "Okay… Maybe _not_ Madoka." Scout said.

"Why would I ally with the two of you?" Sayaka turned around. More emotion was returning to her. "You two have been nothing but jerks for the entire time you were in this city!" Sayaka said.

"Hey! I became a lil' nica!" Scout said.

"Too little, too late. If you became Mr. Nice Guy, how come you didn't save Mami? How come you waited until after she died?" Sayaka said.

"I didn't have any choice in da matta! She tied me up! It was only afta she died dat I got in Candyland!" Scout said.

"Well, considering how you were going on and on about how you were going to kill her and how you're bringing on a turf war, she probably did it to stop you from hurting her while she was fighting the Witch. Though, that's if I believe your lie!" Sayaka said.

"Wh… what?" Kyouko muttered, taken aback by what she just said.

"Sayaka… Scout's…" Madoka whimpered, trying to get her word in, though the arguing between both Scout and Sayaka drowned her out. It didn't help that Kyouko butted in.

"You were going to kill Mami?" Kyouko asked, now having a cold glare.

"No… Well… Yeah… But dat was befor' she croaked! Afta dat, I began ta change!" Scout said.

"After? What, did the dissatisfaction of her death by that Witch cause you to shift your thinking? Were you upset that you didn't kill her yourself?" Sayaka asked.

"No! … I mean… I _was_ upset, but not because of dat!" Scout said to her. Sayaka then turned around and attempted to leave again.

"From today on, you two are enemies of Mitakihara. If I find you in this city again, I will _kill_ you both. You came here looking for a turf war? You got one." Sayaka said.

"Enemies of Mitakihara? What, are you supposed to be this city's guardian?" Kyouko asked.

"Yes. I'm filling in for Mami. Besides, no one has a use for me unless I fight the Witches." Sayaka said.

"You're just upset because your wish didn't go as planned!" Kyouko said. Sayaka stopped in her tracks and gripped on her sword.

"…Shut up…" Sayaka said.

"Stop… Please… Stop…" Madoka began to whimper, not paying attention to Hitomi.

"Scout, Homura, whatever the hell you wanna be called, I know you don't care about stupid crap like wishes, but since making a wish costs your soul apparently, I think it's pretty mandatory to tell you what wish she wasted hers on." Kyouko said.

"I told you to shut up…" Sayaka turned around, drawing her sword.

"Her wish was to heal some boy's arms! She expected for him to be putty in her arms!" Kyouko shouted. Scout felt some lingering thought, though it was not surprise… Not yet.

"_SHUT UP!_" Sayaka said, running towards Kyouko. Kyouko easily sidestepped the attack.

"So now what? Why did you decided to ignore this boy and go all hero wannabe?" Kyouko asked.

"_BECAUSE OF PEOPLE LIKE YOU AND THE TRANSFER STUDENT! _YOU JERKS ARE NOT WHAT PUELLA MAGI STAND FOR!" Sayaka ran towards Kyouko again, trying to slash her. Kyouko leaped over her, timing the jump so that the slash could completely miss. As she landed, they heard a new voice.

"S…Sayaka?" They all turn to see Hitomi opening her eyes and seeing Sayaka. She struggled to get up, though failing and falling into Madoka's arms. Sayaka stopped her rage, dropping her sword and backed away from Hitomi, shocked and surprised.

"Hi-Hitomi…" Sayaka muttered.

"You… You're the reason why Kamijou…" Hitomi struggled to speak. It was then that Scout looked to Sayaka with the same shocked expression. Sayaka bit her lip. "I… didn't know…" Hitomi said.

"Wat da hell's goin' on?" Scout asked.

"She…" Madoka then spoke, getting up and trying to gain her composure. "Hitomi told Sayaka while she was recovering about her feelings with Kamijou and… I told Sayaka what happened to her when I threw her Gem…" She then whimpered. "It's my fault, isn't it, Sayaka? Had… Had I not made that mistake… You wouldn't know about it… About the Soul Gem!" Madoka then went onto her knees and broke into tears. Scout felt a cold prick on his back. _She_ wasn't happy. Scout gripped his fists.

"Sayaka… Had I known that you literally put your soul… I wouldn't have put you through this…" Hitomi said.

"I don't care." Sayaka coldly said. "Keep Kyousuke. Don't mind me. I've chosen my route." Sayaka said.

"Please… Sayaka…" Madoka kept whimpering. Scout looked to Kyouko, who looked the least concerned with the situation, but not to the point where she was _enjoying _it. The pricking turned into stabbing. Scout couldn't take it anymore. _She_ couldn't take it anymore.

"**HE DOESN'T WANT ANY ONE O' YA TWO!**" Scout shouted. The shout broke everyone's concentration, forcing the weeping to stop crying, the apathetic to pay attention, and the regretful to shush. "I asked him, Hitomi… I asked him if he liked Sayaka… An' he preferred not ta date 'er. He wants time ta relax. Ta play violin. Ta _enjoy_ wat Sayaka gave ta him. I just didn't tell ya… I was busy wit otha things." Scout said. He then looked down in shame. "If anyone is ta blame, I am." Sayaka then looked away for a bit.

"…Idiot. You shouldn't butt your head in where it doesn't belong… I'm just a zombie who's tasked to save this city from Witches. Never to be loved. To be held. I don't need to be told that I sacrificed my soul for nothing." Sayaka said. Scout then snapped.

"**_YA DIDN'T!_** YA GAVE YOUR SOUL FOR HIM! I don't know anything 'bout Puller Mages, but I _do_ know he'd be grateful fo' da gift ya gave him if he knew wat ya gave. An' if not, I'd be personally remindin' him." Scout said.

"… At this point, I don't care. Kyousuke… His music… They're all just part of the city. Remember my words, girls… And heed them as warnings. Leave this city now, while you can." Sayaka said, leaving.

"Sayaka! Wait!" Madoka said, running after her.

"**_STAY AWAY!_**" Sayaka shouted as she turned around. She stopped herself from hitting Madoka with the back of her hand though, realizing what she was about to do. There was a brief silence. "Just… stay away…" Sayaka said, backing away. She then ran off. Scout could swear he heard crying. He then looked at Kyouko.

"Well… It seemed I wasn't the only one who initially saw this place as just a turf to claim… You're gonna regret those words you said to Mami…" Kyouko glared at Scout as she too walked away. Madoka then cried as well. Scout felt another chill up his spine. And soon, he walked over to Madoka, placing his hand on her shoulder.

"Hey, Madoka… You should get home." Scout said to her. She got up, hesitated for a bit, then walked to Hitomi.

"C… come on, I'll help you home…" Hitomi said, almost at a loss for words at what went on. Scout tried to go home too, but something stopped him. The gravity was suddenly a lot harder. His feet couldn't move… at least not in the way he wanted.

"_Well, it seems I have no choice but to employ the next option…_" The voice in Scout's head said as he walked to where Sayaka went.

"Wh-where are you taking me!?" Scout asked.

"_Your presence will no longer be necessary._" Homura said as Scout's vision faded away. As Homura walked off, she turned to see Kyubey lying on one of the cranes of the construction lot, seemingly watching it the entire time. She glared, then walked off.

"_Now then, Homura… Let's see who was influencing Scout's mind…" _Kyubey thought.

* * *

><p>Darkness. All Scout could see was darkness. There were faint voices though. Was this what Homura went through? Just seeing nothing and hearing almost nothing? He tried looking around, but there was nothing. Was he… There was no doubt about it. Homura succeeded in taking over Scout. Now he was reduced to not doing anything but listening to faint noises. It gave him time to think. About his past. His fight with the Heavy Weapons Guy. He recalled it so perfectly, that he could almost relive it. He imagined himself in front of the warehouse, where the Heavy was proclaiming the front door as his hill.<p>

"AHAHAHAHA! BABIES! YOU ARE ALL _BABIES_!" He said, firing the massive minigun inside the warehouse. There were no agonizing screams, which caused relief in Scout. "COWARDLY, _COWARDLY_, BAY-BEES! AHAHA!" He said. Scout then noticed the barrel of gas next to him. One that the Heavy seemingly had no idea he was next to. Scout pumped his gun and aimed. In the heat of the moment, he fired. He then looked at the barrel a little closely. There was a glowing line of blue, spiky balls. That's when he realized why the warehouse exploded… It was rigged. He realized this too late…

The warehouse came apart in a flurry of smoke and fire, walls breaking from the sheer force of the blast, the roof being split into so many pieces that it'd be raining them for a while. There was soon enough fire to be considered a campfire for giants. All the while, Scout could hear the screams of his comrades. Then he saw him. Like the spawn of hell emerging from his domain, the Heavy exited, completely unharmed and unscathed but lit on fire, not seeming to mind his burning. He then laughed.

"You think you can outsmart me? Maybe… maybe… But can you outsmart bullet?" He said, laughing some more as he fired the minigun at Scout. Scout ran off, away from the bullets. As soon as he was gone from the bullets, he found himself back in his base. He then looked around. He was the only one at his base… The only one who lived in that skirmish. He joined another team, yes, but the realization that he killed those people by accident… Something caused him to break down and huddle into a fetal position. He didn't cry, but he didn't move from that base for a few days.

As his flashback ended, he realized he was still in the total darkness, but now in his fetal position. He remembered the first time he told someone his story... A time when he was at his lowest. When he was told why he acted like a jerk. Why he wanted to be number one. It was the first and only time, and he was sort of glad it was Madoka. He winced a bit as he thought of how she felt after this. Poor girl must have been crying on her way home. He couldn't help but remember another thing… That clip the Witch played along with the flashback of the exploding warehouse… The clip of Madoka's death… Her death… at Homura's hands.

He was gonna leave Madoka's fate to Homura. A person he never knew about outside of indirect clues and hints. She was sick, but she was surprisingly fit. She seemed inexperienced, yet had thousands of Grief Seeds, tokens of defeated Witches. And the only time he ever used her magic power was when he was fighting the Spy. He had no idea who this Homura person really is… Can he really trust her? That's when the faint voices grew louder.

"_Is this all for her sake?_" That voice… It was Sayaka's… Was Homura trying to patch things up? The darkness faded as he saw blotches. There was a massive gray blob in the center of some blue splotches.

"_Your actions are leaving me with no other option. It's inevitable that you'll die… So…_" And that other voice… Homura's…

The blotches became more clear as the gray revealed itself to be his pistol… _her_ pistol. Aiming not at a head, but at the person's stomach. At a blue sapphire that was shaped into a C, wrapping itself around the navel… Sayaka's Soul Gem. Scout soon put two and two together.

"No…" Scout muttered. He could feel the tip of the trigger press against her fingers. "NO!" Scout yelled. Soon, the image before him flashed white.

* * *

><p>"STOP!" Homura said as she raised her gun in the air. Her finger was already squeezing the trigger by the time it touched the sky, and so a loud bang was heard. Homura breathed. <em>Scout<em> breathed. He then looked at Sayaka, who gave him a killer glare.

"… You fool." Sayaka said as she swung her sword at Scout. Blood gushed out from the slash as his Puella Magi clothes got cut diagonally. The force of the cut knocked Scout onto the ground. He was helpless now against Sayaka, who advanced slowly to finish him off. Or so he thought. He then touched the Stone Shield just as Sayaka swung her sword. The Shield soon rotated counterclockwise, though only halfway. Soon, everything stopped. Scout now had time to get up and run. For how long, he didn't know. But, running was the best he could do. He soon got up and ran for his life. When time resumed, Sayaka hit the ground with her sword. She looked around.

"… Even when she tries to kill me, she's weird." Sayaka said as she resumed her trek.

* * *

><p>"WAT DA HELL WAS DAT CRAP!?" Scout, still in his Puella Magi outfit was back at Homura's "war room", her Soul Gem on the table where the map of Mitakihara lay. Scout's hands were pressed against the table as he looked at the Gem like he was a father about to scold his son.<p>

"_It was my alternative option._" Homura said.

"ALTERNATE OPTION!? MURDER'S YOUR SOLUTION!?" Scout asked.

"_Miki Sayaka would have died regardless. If she insists on making Madoka miserable, then I see no point in letting her live out what remaining time she has._" Homura said.

"An' ya think Madoka would be alright wit ya killin' her? Because I think dat would make 'er _more_ miserable!" Scout's voice reduced in volume, but his tone was still the same. There was a moment of silence before Homura spoke again.

"_I don't see why you are bothered with this. You seem to be okay with murdering people from what you talk about._" Homura said.

"It's different. I kill mercenaries, not kids. But…" Scout backed away from the Gem as he dug into the Stone Shield. "I'm willin' ta make an exception." When he was halfway across the room, Scout pulled out a pistol and aimed at the Gem.

"_What are you doing?_" Homura asked, unfazed from the turn of events.

"I'm gonna _end_ ya! Ya can't do anything ta me in dere when I'm so far away! If dat cat was right, you're stuck in dere, givin' me a good target!" Scout said.

"_If you destroy the Soul Gem, you will no longer be a Puella Magi. Your access to the arsenal will be cut off. So long as this Gem and I are alive, that shield that gives you your weapons will remain. Do you really want to sever that resource?_" Homura asked.

"I don't care! I'm tryin' my damned hardest ta make up fo Mami's death. I wanna protect Madoka! I hate ta see 'er cry as well, but I ain't gonna be trustin' ya ta protect 'er." Scout said.

"_What are you blathering about?_" Homura said.

"Ya seem ta be okay wit murderin' people too! How do I know ya ain't gonna murder 'er when she least suspects it?" Scout said.

"_You are currently talking nonsense. I don't want to hurt Madoka._" Homura said.

"Explain dat image den! I had no idea wat da hell was up wit dat, but I understand now! Dat item in Madoka's hand… It was a Soul Gem, wasn't it? Dat image was tryin' ta tell da future! If Madoka contracted, ya'd probably kill 'er! Dat's why ya don't want Madoka ta contract! Ya don't wanna kill 'er!" Scout said to the Gem. There was a brief silence before the Soul Gem glowed.

"_… Sayaka was right. You are an idiot. Yes, I don't want to kill her… Not anymore._" Homura said.

"Wh-what!? Anymore? Ya… Ya mean ya killed 'er before!?" Those words caused Scout to grip tightly onto the grip of the pistol, keeping it steady.

"_Yes. And I don't wish to do it again. I also don't wish to have Madoka contract again. I would try to explain, but you're so convinced that I _would_ kill Madoka that there's no point in trying to convince you. Instead, I will make sure you will no longer be an obstacle in this maze._" Homura said. Soon, Scout's arm shook and move on its own, the pistol soon pointed at him.

"Wat!?" Scout said.

"_I am making the assumption that your soul is in my body, and thus can function like a normal human's body. Once you're dead, I'll be able to take back control of my body without anyone interrupting me. I _will_ save Madoka… Now… die…_" Homura said as she continually seized control of Scout's arm. Scout couldn't stop his arm from pointing the gun right at himself. He tried to tell Homura to stop, but when he opened his mouth, the barrel of the gun was shoved right into his mouth. Scout could feel Death coming for him as his fingers hovered over the trigger. Just before he squeezed it though, a knock was heard. The struggle stopped and Scout could freely move his arm again. Then he heard her.

"Homura? Y-you in there?" Her voice was muffled by the door, but it was pretty clear that it was Madoka. Scout glared at the Gem before picking it up, reverting back to his school clothes. Scout went over to the door and opened. Both Scout and Homura, despite trying to kill each other one second ago, could mutually feel a stab in their heart as they saw Madoka's tear soaked sleeves, her flushed face, and tears still running down her eyes.

"Madoka! Er… Wat are ya doin' here? Weren't ya going with Tony? And how did ya know I was here?" Scout asked her. Madoka shook her head.

"I couldn't go home… I don't worry my mom if she saw me like this… I told Hitomi to help me find your house… It was sort of easy to find it when the front door has your nameplate… Well… _her_ nameplate." Madoka said.

"… You're gonna worry your motha by not tellin' 'er where ya are." Scout said to Madoka.

"…" She whimpered for a bit, but soon sighed and got out her cell phone. Scout smiled a bit, then left the room.

* * *

><p>He then entered the bedroom, closing the door behind him. The room, like the "war room" was bright and almost like another plane of existence, though there was a floor, walls, and even a queen-sized bed, all varying shades of purple and black, with the bed being purple.<p>

"_You're lucky, Scout. Had Madoka not come, you would have_-" Homura said.

"_I know. But wat now? Once Madoka leaves, we'll be at each otha's throats again_." Scout thought.

"_I'm willing to give you one last chance. Screw it up, and I _will_ kill you._" Homura said.

"_Don't worry… I won't screw it up._" Scout thought back. Soon, the door opened. Scout turned around and saw Madoka.

"Homura… Mom said it was okay for me to stay here… but I have to come back as soon as I wake up." Madoka said, being more composed. "There's been weather reports going on about a major storm tomorrow… and we're planning to go to the shelter." Madoka said. She then fiddled with her fingers for a bit. "I'm… a bit too scared to sleep by myself… Especially after what happened… so… could I sleep with you?" Madoka asked.

"Er…" Scout muttered.

"_Say yes._" Homura said.

"Yes." Scout said immediately.

"Thank you!" Madoka said as she ran to Scout and hugged him. Scout hesitated for a moment, but smiled and held her. He then shut his eyes.

"_I definitely won't screw it up._" Scout said to Homura.


	8. It's The Only Way

A knock was what woke Scout up from his slumber. For a brief moment, he thought he was back at Dustbowl and that in any minute, he'd hear a drill sergeant kick down the door, call him a maggot and tell him to wake up. The purple bed sheets convinced him that he was still in a girl's body. He turned to his side. Madoka left, it seemed. _Knock knock knock_. Scout could hear it again. Scout decided to get up. He heard the crack of thunder, though the sound was faint. He walked to the front door and opened it.

"Tony?" Scout saw that it was Hitomi.

"Hey, Homura... I... sorry about what happened." Hitomi bowed to him.

"Dere's no need for ya ta be sorry. I shoulda told ya befor'." Scout said.

"I know, but I was the one who pressured Sayaka..." Hitomi said.

"Had I told ya, ya wouldn't have done dat." Scout said. Hitomi stepped closer to Scout and glared.

"Okay, stop playing the blame game! We need to find Kyousuke!" Hitomi said.

"Huh? Wat fo'?" Scout asked.

"Haven't you heard? There's a massive storm coming through. Everyone's been told to head to the nearest shelter they could find." Hitomi said.

"So? I'm sure Kyousuke is-" Scout tried to speak, but he was interrupted.

"Kyousuke is still at home! His parents were out of the house when the signal came and they didn't have the time to get him! He could be in danger!" Hitomi said.

"..." Scout had hesitation in what to do. He thought. "_Hey, Homura, will I have time ta do dis?_"

"_Make it quick. We have to set the stage for the assault._" Homura said.

"_What do you mean?_"Scout asked.

"_That storm... it's the sign that Walpurgis Night has begun._" Homura said. A mental gulp could be heard from Scout's head. Not once has Scout asked why Walpurgis Night was such a big deal to Homura to the point of having an entire room filled with nothing but information on it. Not once has Scout thought about just _what_ would happen on Walpurgis Night.

The only thing he knew was that little piece of information. A storm was approaching.

* * *

><p>Scout and Hitomi ran as fast as they could. The first droplets of rain arrived. A faint trumpeting of an elephant was heard. They arrived at Kyousuke's house. The violin's melody filled the air, as if the storm wasn't even happening. The two stood outside of the large gates leading to the house.<p>

"KYOUSUKE!" Hitomi shouted.

"It's no use," Scout walked towards the gate. "We gotta get him out!" As he reached the metal bars, a blue streak ran past Scout and knocked him back. Scout looked towards the gates and saw Sayaka guarding them with her sword.

"Sayaka!? What are you doing here?" Hitomi asked.

"I was trying to get to Kyousuke... But I see you want to beat me to the punch." Sayaka said.

"Sayaka... Dis ain't da time fo' squabblin'!" Scout said, but the voice in his head rang out.

"_She's beyond reasoning at this point... You should have let me kill her. Now she'll become a thorn on our side." _Homura said.

"_Not now!"_ Scout glared at Sayaka.

"Transfer Student, I thought I made it very clear that you're not welcome here." Sayaka readied her sword.

"Dis city's gonna get under attack by a Witch soon! A mighty powerful one! We need ta pool our efforts!" Scout shouted.

"Pool our efforts? After what you tried to do to me? Stop trying to confuse me!" Sayaka stood her ground. Scout could feel the rain come closer as circus music drowned out the violin.

"_She can't be reasoned with, Scout. You have to defeat her."_ Homura said.

_"Defeat. And _only_ defeat. I'm not lettin' anotha Puller Mage die._" Scout said.

"_... We'll see..." _Homura said. Scout's Soul Gem glowed, exploding his clothes and transforming them into his Puller Mage clothes. Scout took a few moments to look at Sayaka. He turned to Hitomi, who was already racing to hide. He looked back to Sayaka.

"You wanna turf war?" Scout reached into his shield. "Ya got one!" And pulled out his pistol, pulling the trigger once it was pointed to Sayaka's face.

**_BANG!_**

* * *

><p>Chapter 8: It's The Only Way<p>

* * *

><p>Several more shots were fired from Scout's pistol, though Sayaka dodged each of them with amazing speed, even going as far as slicing the bullets in half.<p>

"Dis ain't workin'!" Scout shouted. Hitomi could only stand and witness the battle between one of her best friends and a mysterious transfer student.

"_Use another weapon, then._" Homura suggested. Scout threw the gun away and took out a machine gun from the stone shield. He fired at Sayaka. Hitomi screamed as Sayaka was riddled with bullets. However, Scout took extra aim not to hit the Soul Gem.

_Click-click-click-click!_

Scout dropped the machine gun. Sayaka still stood, though she held herself up with the sword.

"_What are you waiting for? Finish her off before she can properly heal!_" Homura said.

"_I'm not gonna finish 'er off. Not in front of Tony._" Scout thought.

"_You've damaged her heavily. She's going to consume a lot of magic from her Soul Gem to either block off the pain receptors in her brain or heal. She _will_ run out._" Homura said.

"_So? If she runs out, she stops fightin'. Simple as dat._" Scout said. Sayaka's Soul Gem went from a slightly dark blue to an almost sickly purple color. The bullet holes were surrounded by small circles of musical sheets before they were closed up.

"_No. It doesn't work like that. If she runs out of magic, Miki Sayaka will-_" **_SLASH!_** Homura's thought process was interrupted by a swift slash from Sayaka that knocked Scout off a few meters. Scout struggled to get up.

"You should have taken my warning." Sayaka readied her sword.

"Damn it, Sayaka! Dere's a bigger threat on da way!" Scout got up and readied his gun.

"The only threat I see is _you_." Sayaka ran to Scout, sword in hand. Suddenly, a spear hit the pavement between them and caused a large dust cloud. As the dust cleared, the spear swung around and broke into several chained segments. The spearhead knocked both Scout and Sayaka around.

"Alright, which one of ya should I beat down first? Miss 'Pity Me' or Miss 'Turf War'?" Kyouko swung her spear back to her. The segments snapped into a single solid staff again.

"Kyouko! Dis is no time ta fight!" Scout said.

"Sure it is! I think it's finally time to settle who would take over this turf once and for all!" Kyouko readied her spear.

"DERE'S A WITCH HEADIN' OUR WAY!" Scout shouted.

"Yeah. Pretty big one too. Betcha it's gonna have tons of Grief Seeds... Or hell, it might even just have _one_. All the more reason to knock you two outta the picture!" Kyouko said.

"_And now Sakura Kyouko's against us too. Shame. She would have benefited as an ally._" Homura said.

"Sayaka, what's going on?" Hitomi asked. Sayaka gritted her teeth and looked to Hitomi.

"Take Kyousuke… and run!" Sayaka said to her. Hitomi paused for a bit, but soon went to Kyousuke to run away.

"There. Now they won't get in the way." Sayaka ran towards Scout, but Kyouko blocked her sword with her spear.

"Hey! If anyone's gonna take out this punk, it's gonna be me!" Kyouko said.

"Why? You and her have the same mindset!" Sayaka said.

"Don't put me in the same spot as that mercenary! He's just possessing a Puella Magi! At least _I _tried to pick up where Mami left off!" Kyouko said.

"What the hell are you talking about!?" Sayaka asked. As the two bickered, Homura talked with Scout.

"_It's best we leave here. Walpurgisnacht is on her way. We need to utilize all we got._" Homura said.

"_Yeah, yeah." _Scout touched the Stone Shield and stopped the flow of time. He ran off as the two stood frozen in their argument. In their perspective, Scout just… vanished. But they were busy with the trouble at hand. After Kyouko finished her explanation of her relation with Mami and the tragedy that followed…

"Hey, where the hell did Homura go?" Sayaka asked.

* * *

><p>"Hey, Homes." Scout said.<p>

"_First, don't _ever_ call me that. Second, yes?_" Homura asked.

"Is it natural for Mita-"

"_No. It's _not _natural for Mitakihara to have a parade of strange creatures led by green elephants._" Homura said.

"Dang, mind reader." Scout muttered.

"_Just shut up and focus at the sky. You'll know exactly who Walpurgisnacht is._" Homura said. Scout focused to the sky and saw a gigantic woman floating upside down. The woman had bright red lips, white skin, a strange middle-aged hairstyle, and gigantic gears coming out of her elaborate purple dress.

"I _would_ ask if dat's the Witch, but given da track record of how many Witches looked like _actual_ witches…" Scout asked.

"_No no, this is the Witch alright._" Homura said.

"Finally! A Witch that looks like a witch!" Scout pulled out a rocket launcher from the Stone Shield and fired at Walpurgisnacht. The rocket exploded in the Witches face, though she began a hyena-like cackle as the smoke cleared, her face undamaged.

"_It's not working. Stop time and fire the rockets._" Homura said.

"Got it!" Scout turned the Stone Shield and stopped time, allowing him to fire a wall of rockets. When time resumed, the rockets all flew in the direction of the Witch. However, before they touched her face, the sound of musket fire echoed as the rockets exploded. "Wat da!?" Scout looked around. It wasn't until he got shot with that same musket that he noticed where it came from. Scout looked up, reeling from the gunshot, and saw a shadowy figure. A rather familiar one.

"_No… Not now!_" Homura muttered.

"M-Mami?!" Scout saw the figure. He knew the well-endowed woman from anywhere, but it was only a shadow of her figure with glowing red eyes to stand out from the miasma. Mami jumped down and fired more at Scout, though Scout dodged out of the way and took out his pistol. He fired at Mami, though each bullet that hit her only just chipped away at the miasma.

"_That's not Mami! It's just a Familiar that took the shape of her!_" More gunfire cut off Homura's advice, this time coming from the Puella Magi that the Spy possessed in the same miasma that engulfed 'Mami'. Scout slid out of the way of the gunfire. However, he noticed he was surrounded by the two Familiars. Scout took out his two pistols and pointed them. Silence echoed through the town. Only rain and thunder managed to become the background music. The raindrops fell onto the battlefield.

Now the storm's begun.

Thunder cracked as the Familiars opened fire. Scout quickly turned the Stone Shield and left the firing range, getting the two Familiars to shoot each other to death. Scout appeared onto the rooftop.

"_How good are we on rockets?_" Homura asked.

"We ran out!" Scout said.

"_Damn! All this distraction prevented me from setting up this place to be a more favourable battle ground! The only benefit is that we have plenty of sand to go around._" Homura said.

"Sand?" Scout asked.

"_We can only stop time for so much before the sand in our timer runs out. Throughout your time as me, we only used up a tiny amount. My suggestion is to just stop time and unload everything we got onto this Witch._" Homura said.

"Betta idea: Unload a few pipe bombs here, a few grenades ova dere… Surround 'er wit explosives!" Scout said.

"_Very well. Do it._" Homura said. Scout took out a pipe bomb, but a blue slash cut through Scout and knocked him down. He saw Sayaka standing on the rooftop. He looked up and saw Kyouko falling down onto him, spear pointed right to him. Scout activated the pipe bomb and vanished. As Kyouko landed, the pipe bomb exploded in her face. She was knocked into the air, but was otherwise fine. Kyouko snarled and touched her Soul Gem.

Scout hovered into the air before a red chained fence appeared to knock him down into a wave of oncoming black and red energy lances. The lances stabbed Scout and ripped through his clothing. Scout fell down onto the rooftop as Kyouko and Sayaka place their weapons on his shoulders. Kyouko dug her spear deep into Scout's shoulder. Even with his power as a Puella Magi, Scout gritted his teeth.

"First, we deal with Scout, and then we can focus on each other." Kyouko said to Sayaka.

"Yeah. Of course." Sayaka said. The building rumbled.

"_An_ _earthquake caused by Walpurgisnacht's magic."_ Homura muttered, as if that was the only thing that she paid attention to. Sayaka noticed something else though.

"Huh?" Sayaka muttered. She turned and saw Kyousuke and Hitomi still running to find shelter. "What are they still doing there!?" Sayaka could barely stand up from the quaking and she fell down upon hearing the sound of compiled stone breaking up. Kyouko turned around and kept steady. She watched a nearby building collapse, with pieces of stone falling around Hitomi and Kyousuke. Sayaka got up to see them trapped within the zone of broken building. She ran to save them, but stopped as one final stone fall dead center of where they're trapped. While she was far off, she could just imagine the devastating crunching sound that followed.

"…No…" Sayaka weakly said. She fell to her knees.

"Hey, idiot! We have bigger fish to fry here!" Kyouko said.

"… What's even the point?" Sayaka said. "I wasn't even able to save my own friends… I… really _am_ an idiot."

"Your loss." Kyouko pulled up her spear and tried to drive it into Scout's heart. As she attempted to do the killing blow, a powerful blast knocked her away. The sound of shattering echoed as Sayaka went limp with what looked to be her Soul Gem twisting and contorting into something else. Sayaka's Puella Magi outfit exploded and in its place was her school uniform. The Soul Gem's final shape was obscured by the figure of a gigantic mermaid in knight's armor as it manifested into the city streets. Around the city, images an orchestra hall began to appear, however the images flickered on and off.

"Wat da crap!?" Scout muttered.

"_This is why keeping Sayaka alive was a bad idea._" Homura said. The Knight let out a shriek and waved a large cutlass, almost in the exact same form as Sayaka's cutlass. Eight wooden wheels began to appear. The Knight pointed the cutlass to Walpurgisnacht and the wheels went towards her. Walpurgisnacht spat out a wave of radiantly colored fire towards the wheels and burned them. The Knight moved towards Walpurgisnacht and swung its sword towards the Witch. It made a gash on Walpurgisnacht's clothing. Before Homura could comment any further, a spearhead knocked Scout down. Kyouko walked up to Scout and noticed the Mermaid Knight.

"Who the hell is that and what did it do to Sayaka?!" Kyouko picked up Scout by the collar and glared at him.

"I DUNNO! BUT HEY! DAT THING'S KILLIN' DA WITCH FOR US!" Scout said. Kyouko looked towards Sayaka.

"Well, she's out of the fight. Now I can have my total attention towards you." Kyouko threw Scout towards the edge of the roof. As Scout was about to go off, the red-diamond chained barrier appeared, bouncing Scout off of it. Kyouko swung her spear around and knocked Scout towards the wall and back to her she was playing Squash. Scout's body rocked and shook with each blow from both the spear and the wall.

"_I don't know how much longer we can take!_" When Scout heard Homura again, she sounded less removed from the situation.

"THIS IS FOR MAMI, YOU SON OF A BITCH!" Kyouko knocked Scout to the wall and as he rebounded, she held her spear up and thrust. She impaled Scout.

"GAAAAAAAAAAAH!" Scout screamed as the spear entered the right side of his chest.

"Damn… I missed." Kyouko muttered. She pulled Scout closer, to the point where she was looking right into Homura's face. "You're pretty lucky, punk." Kyouko said.

"Nggh!" Scout struggled to shut away the pain. Kyouko smirked and twisted the spear further. "AAAGH!"

"You wanna know why I came here? Because I felt like I owed Mami something. There are a lot of things I owe her for… Mentoring me… Being there for me when I lost everything… Leaving her… I came back to Mitakihara to try and make up for what happened. But then you and the idiot had to ruin everything! I bet if she hadn't been dealing with you dumbasses, she probably would have still been alive!" She stopped inflicting pain to Scout.

"Y-yeah… You're right… I… I'm just a dumb kid. Runt of da litter. Always shoot first, ask questions later. Had I known wat was goin' on, things wit Mami woulda went differently. I… I wanna go back an' fix my mistakes." Scout could hear a sigh coming from Homura.

"Fix your mistakes? HAH! You're a Puella Magi! Your entire existence is a mistake! Your _contract_ was a mistake!" Kyouko's hands reach around Scout's neck and tightened. "If you wanna fix your mistake, go back in time and shoot yourself before you even begin talking with that damned Incubator! And while you're at it, try to find and kill any _other_ girls before they make a contract with Kyubey!" Kyouko shook Scout around as tears began to form.

"You know how many times I wanted to do that to myself? Just to save my family from the tragedy I induced upon them?" Scout could see the Soul Gem on her chest turn from blood red to a sickly black. "But it's too late for either of us now! We either die here or destroy the lives of everyone we touch! That's the fate of Puella Magi!" With that last scream, another magical burst emitted, though this time from Kyouko. The blast knocked Scout away, though he clutched onto the railing of the roof. Kyouko fell over, her clothes changed into her normal street clothes.

Her Soul Gem began to twist and contort like Sayaka's, and like Sayaka's, a monster appeared over it and concealed it. This monster was not as gigantic as the Knight, but it was bigger than what Scout could imagine: a rider whose head was nothing but a candle on fire riding a unicorn. The Rider held out a spear similar to Kyouko's and rode out to fight Walpurgisnacht. Scout ran to Kyouko and tried to shake her awake.

"Hey! Kyouko! Ya alright?" Scout told Kyouko.

"_She can't hear you! She's-_" Before she could go on further, Walpurgisnacht threw the Unicorn Rider towards Scout and he stopped time to run off. The Unicorn crashed into the building, toppling it over.

* * *

><p>Scout appeared on a building several blocks away. He turned around and saw the fight unfold.<p>

"_What are you waiting for?_" Homura asked Scout.

"Wateva dose things are, they're fightin' da Witch, so we could sit back, relax, let 'em kill each otha, then pick off the survivors if dey prove ta be a threat." Scout said.

"_They'll destroy the city before they're done!_" Homura said. Scout couldn't help but admit that she was right about that.

"We can't take all of 'em at once!" Scout said. Homura groaned.

"_This is the worst situation regarding Walpurgis Night…_" Homura muttered. Scout looked over to the two newly formed monsters double-teaming on Walpurgisnacht.

"So what the hell are those things?" Scout asked.

"_What do _you_ think?_" A new voice in Scout's head… No. Familiar. Scout turned around and saw Kyubey standing on the edge of the roof.

"Ya know, fo' once, I'm actually damn lucky to see ya here. Wat da hell is goin' on?!" Scout asked.

"_Sayaka and Kyouko have achieved their final forms as Puella Magi._" Kyubey said. Scout raised an eyebrow.

"Final… form?" Scout said. Homura began to talk up.

"_Yes. All Puella Magi have a final form they reach when their Soul Gem darkens, and as you can see, they can do a lot more in this form._" Kyubey said. Homura spoke up.

"_Scout, don't listen to him, he's twisting his words to try and trick you!_" Homura said.

"_I'm only able to tell you the truth, and what I'm saying _is_ the truth._" Kyubey said. Scout looked to the cat for a bit. He turned back to see the fight. Walpurgisnacht crushed the unicorn rider in-between two buildings. The mermaid tried to attack, but Walpurgisnacht spewed fire towards her. It shrieked in a loud scream while the Witch laughed. Scout turned back towards Kyubey.

"If all Puller Mages achieve dis final form, is it possible for _me_ ta achieve it as well?" Scout asked.

"_W-what!?_" Homura asked.

"_It's da only way, Homura!_" Scout retorted mentally.

"_No. For various reasons. One, your Soul Gem isn't dark enough and _can't_ be dark enough in time. Second, _Homura_ would achieve this final form, not you. You're just an anomaly trapped inside a Puella Magi. If she does achieve her final form, you'd take over her body._" Kyubey said.

"Damn! So how can we defeat it!?" Scout asked.

"_Scout! Shut up! He's only manipulating you for his own gain!_" This was the first time for Scout that Homura ever sounded… non-stoic. Desperate, angry, verge of tears. That is what he described her voice.

"You_ can't. But I know someone who can._" Kyubey said.

"_No…_" Homura already knew what Kyubey had planned, yet she still winced when Madoka came into the picture. Scout was otherwise surprised, though only slightly.

"Homura…" Madoka said.

"_No…_" She repeated that word for a while as the conversation continued.

"_Madoka's potential can defeat the Witch even without tapping into her final form. All she has to do is tell me a wish._" Kyubey said.

"_No…_" Homura already prepared herself as Scout rushed over to Madoka.

"Madoka…" Scout had his own thoughts bouncing in his head. The memory of seeing Homura kill Madoka, Homura's insistence that they don't bring her into the mess, the city being in ruins, Hitomi and Kyousuke's deaths… For all the factors that weigh in favour to stop Madoka from making a contract, there were factors that weigh in allowing her to do so. Scout struggled with his thoughts for several moments. Eventually, it became a choice of who to save: Madoka or the City. Protect Madoka, who only him and Homura seemed to be focused on or save the city, something that almost every other Puella Magi, like Mami and Sayaka, seemed to be focused on doing.

He thought back to the moment where he was told of Mami's death and the turnaround that ensued for him. He simply thought, "_What would Mami and Sayaka do?_", with those thoughts developing into: "_What would _Madoka_ do?_" Homura wouldn't like what he decided. _He_ wouldn't like it. But so many lives possibly have been lost, so much of the city had been damaged. If Walpurgis Night isn't stopped, the damage would increase until Mitakihara is nothing but a crater with the death toll being in the hundreds-to-thousands. A fate nobody would want. Scout bit his lip for what he was about to say next: "Tell him your wish."

Only, she didn't respond. Everything seemed to be frozen telling from the lack of movement from Kyubey's tail. Scout heard a click and the rushing of sand. Everything around him broke apart and he found himself in a strange realm.

* * *

><p>A single tunnel with no sign of an entry or exit. It was mostly blue, but black lines were displayed across the entire tunnel. An image of the Stone Shield hovered around the area. Scout looked around and noticed a familiar red. He looked down. A red shirt. He looked at his hands. They weren't the delicate girl hands he grown accustomed to any more. They were his own hands.<p>

What just happened was his first thought. He only had a short time looking around before he noticed Homura. For the first time, he actually got to look at her without a mirror and he couldn't help but notice a scowl.

"How dare you?" She muttered. Before Scout could answer, Homura raised her fist and punched him in the face. The punch knocked him onto the ground. "**_HOW DARE YOU!?_**" Homura screamed. She grabbed Scout by the collar and began to land punch after punch. Sometimes they weren't just straight jabs, but rather backhands and slaps. "**_HOW DARE YOU LET MADOKA GET TRICKED BY THAT MONSTER!?_**" She even took the time to kick him on the side of the cheek. Scout began to bleed all over as bruises began to pop up. Homura grabbed Scout by the throat and looked at him square in the eye.

"Do you have _any_ idea what you were about to do?" Homura said.

"I do! Wat choice did we have?! Madoka was our only option! We couldn't take out Walpurgisnacht by ourselves, and Sayaka and Kyouko couldn't even defeat her!" Scout said.

"So would you want to see her writhe in pain and become a Witch like Sayaka and Kyouko!?" Homura asked. Scout stopped for a moment.

"Wat?" Scout said.

"That 'final form' Kyubey is talking about? _That_ is what a Witch is! It's like I said, he's twisted the words to trick you!" Homura said. Scout wanted to ask her how she knew, but suddenly, the pieces formed together. Kyouko's darkening Soul Gem. Sayaka's Soul Gem exploding and contorting into a strange shape. And of course, the fact that they were monsters that were named "Witch" yet looked completely different from one. It all made sense.

"Dose Soul Gems… Dey become Grief Seeds?" Scout asked regarding the shape of the Soul Gem when the 'Witches' emerged.

"Yes! Finally you got the idea, you idiot! But it's too late! Your idiocy has gone too far!" Homura pulled out the pistol from the Stone Shield and pointed it to Scout's head. Scout didn't hesitate to say the next sentence.

"Dat's why ya killed Madoka, isn't it?" Scout recalled the image of Homura shooting Madoka in her Soul Gem. Homura froze for a bit. Her hand shook. "Ya killed 'er because ya didn't want 'er ta be a Witch, right?" Scout aside.

"No… I killed her because… _she_ didn't want to be a Witch…" Homura dropped her gun. Her clothes faded back into her normal school clothes. She went down to her knees and shoved her face into her palms. Scout could hear Homura beginning to sob. "She asked me… to not let her get tricked… And you… you just…"

"… Sorry. For everything. For bein' a dick ta Mami. For bein' an idiot on Walpurgis Night. For not findin' time ta tell Sayaka about Kyousuke until it was too late. For askin' Madoka to make a wish… And… well, for screwin' up everythin' for you. I know you'll never forgive me… But I know now ya didn't kill Madoka for da sheer hell of it. Sorry I accused ya otherwise." Scout said.

"No… you didn't screw it up… That must have been one of the hardest decisions you've made in your life. You really _do_ care for Madoka like I do." Homura's sobs stopped. She got up and pointed to the vast emptiness of the tunnel. "We can try again. You now know a bit about my world and its dark secrets, so I can trust you won't screw up this time… I _hope_ I can, at least." Homura said.

"Try again? Wat the hell are ya saying?" Scout asked.

"My wish was to see Madoka again after she died the first time. To redo my meeting with her. That translated in me being able to time travel. That's why you saw me kill Madoka. It was just one of many failed timelines." Homura walked towards the end of the tunnel.

"Time travel? Well, I guess I'll believe anythin' now after dis whole fiasco. So… When ya mean failed, wat dya mean?" Scout asked. He followed her to the end.

"If Madoka dies, it's a failure. If Madoka makes a contract, it's a failure. There are other factors, but those two are the major ones. I assume I can trust you to help me save her." Homura said.

"Of course I can! Ya know I won't leave 'er hangin'!" Scout ran to keep up with her.

"Good." Homura smirked. She recalled the time Scout protected Madoka from H. N. Elly and her familiars, from the Spy's goons, and even from the verge of breaking into tears when Sayaka and Kyouko were having their argument. "It seems you and I have the same focus." Homura said.

"How many times have you succeeded?" Scout asked. Homura just kept walking and simply said:

"_Zero._"


End file.
